Infinite Stratos Blood and Wire
by Palladin1337
Summary: It has been 23 years since the Gospel incident. Maylin Felix now enrolls in the IS Academy, determined to follow in her parent's footsteps. She quickly learns that life at the Academy is worlds apart from what she's used to. However, a force long thought dead begins to stir, and Maylin is confronted with secrets long kept from her, and the world.
1. Chapter 1

**Disclaimer: This is a continuation of my first story,** _ **Infinite Stratos; Flesh and Metal**_ **. If you haven't read it first before starting this one, I suggest you do so.**

 **Also, if you're not a fan of harsh language, dark scenes and themes then I suggest looking elsewhere. For everyone else, here's my second arc. Enjoy.**

Chapter 1; New Beginnings

Looking out the window, Simon admired the view his office afforded him. He also regretted that it was such a nice day and he was stuck inside with paperwork. It was still another week before classes officially began, but he was swamped with requisition papers for spare parts, maintenance reports for the various IS, shipping schedules for the various new machines the Academy had purchased as well as having to finalize his class schedules for his first, second _and_ third-year classes. _Sometimes that woman can be a_ real _pain_ he thought as he turned back to the mound of papers and files. Even though Chifuyu had taken over as head of the Academy, it still didn't eliminate the bureaucratic system that was in place. And since Simon had become the head of the IS tech department, as well as one of the instructors for IS repairs and maintenance, he had been forced to wade through mounds of paperwork as he rebuilt the program from the bottom up.

 _Screw it_ he thought with a sigh, turning and leaving the office. The day was too beautiful to not spend some time outside. As he walked across the grounds, he marveled at how much the Academy had changed. It had only been about 10 years since Chifuyu took over as Headmaster, and in that time the Academy had broadened its acceptance. The student body was gradually becoming more diverse, both in ethnicity and gender. After Simon spent a year doing research to prove his theory on the IS cores, he presented his evidence to the Academy board and convinced them that just because males couldn't always pilot IS, they could still serve as R &D and maintenance personnel. As a result, the Academy had gradually been accepting applications from male students looking to learn about IS technology. This massive step forward did come at a personal cost to him, however.

Simon had been brought on as a technical consultant 4 years prior to his proposal, and as a result of his work he was offered a full-time job as the head of their IS tech department. After he had successfully proved that men can work on the suits as well as women, he was also saddled with the new male dormitory that was put up to house the students. Regardless of what evidence he brought forth, the board wasn't about to try co-ed housing on the grounds. This also meant that his already full schedule had to include time making sure that the boys didn't cause too much trouble, which wasn't as hard as the job the head of the girl's dorm had. It may have been two years since the policy change officially took effect, but the girls still outnumbered the guys by more than 4 to 1.

As he walked through the main plaza, he noticed that there were already several girls checking out the few boys that had already moved in. While the opposite was also true, it wasn't as bad for the boys considering they didn't have any real competition with each other. _Note to self; stock up on coffee_ he thought with a grimace. If the last two years were any indication, he would get to spend a lot of nights up late keeping these young bucks in line. "Fancy meeting you here," he heard from behind. Without breaking stride, he smiled as Houki caught up and matched his pace. She had been offered a job at the Academy two years after she married Ichika and had been made the head of the dorms in Chifuyu's place when she moved up. This now meant that she was in charge of the girl's dorm, a job that always tested the samurai's short patience. She was also one of the combat instructors; responsible for teaching these pilots how to use their IS in matches.

"You finish your work yet?" she asked, glancing at him and smiling at his look of disgust. "I swear that half the people in our supply chain can't understand simple requests," he said, huffing, "Hell, I'm not even sure they understand _any_ language I've tried to use, and I've used a lot." "Ah, the politics of the academic world," she said, "You got to love them." "No, I don't." This earned him a laugh from his long-time friend, which was enough to bring a smile to his own face. Despite the frustration he had with some of the other departments, his working relationship with Houki was pleasant. Just thinking about the other departments brought another scowl to his face. "What's wrong now?" she asked, noticing his darkening mood. "I was just thinking about that one woman on the board. Meriden Kel, I think her name was?" he said, trying to remember, "She's been throwing a lot of work at me lately. I think she's trying to prove a point." "She's just a stubborn traditionalist," Houki replied, waving a hand dismissively, "She's doesn't like you. You seriously didn't know this?" "Oh, I knew," he said, "I just didn't expect this kind of backlash. It's like she's trying to bury me."

"Well, you could always get my sister to step in," Houki suggested as she turned to go on her way, "I'm sure she would _love_ to help you straighten that woman out." Tabane, as it turns out, had built herself a private lab on the grounds. She made it a point to stick her nose in every department to make sure that her technology was being used responsibly. She also had been butting heads with some of the more stubborn members of the governing board. _Yeah, she would jump at the chance to get some pay-back_ Simon thought with a smile. Sighing again, he turned around and walked back to his office. Suddenly remembering something, Simon looked down at his watch and did some math in his head. _If I remember correctly,_ she _should be getting on the train about now_ he thought, smiling as he returned to his office.

* * *

Fiddling with the strap on her bag, Maylin struggled to keep her nerves in check. She hadn't been this nervous since she had taken the entrance exam for the IS Academy. Of course, the nervousness hadn't come from the test itself. It had come from the fact that she had sneaked out to take it without her mother knowing. She hadn't been too supportive of her decision to become an IS pilot, despite the fact that her aptitude and test scores were among the highest in Britain. Finally, it had taken her father paying a visit to finally talk her mother down, and even then she hadn't been too happy when Maylin had left. Now she was in a country she had only ever visited twice when she was much younger. While there were other students on the train, at least she hoped they were other students; she was still too nervous and shy to try and talk with any of them.

As the last student got onto the train, the chime sounded and the doors closed. Maylin noticed that it was a girl. She had shoulder-length black hair with an orange flower clip over her right ear. For some reason she looked familiar, but Maylin couldn't remember why. As the train made its way to the Academy, Maylin kept glancing at the girl while trying to place her. _She's not from Britain, that's for sure_ she thought, _but I swear I know her_. After one particularly long glance, the girl caught her and scowled at her. Maylin quickly looked out her window, thinking, _oh great, now she's going to think I'm a freak_. She spent the rest of the ride trying to look everywhere else but that other girl. But when she finally chanced a glance at her, Maylin saw that the girl was still glaring at her, which just caused Maylin to quickly look away again.

When the train finally reached the island, she stayed in her seat, hoping to get off last and avoid the mystery girl. The last thing she wanted was some kind of fight on her first day. However, when she finally got off the train, said mystery girl was standing there with her arms crossed, glare still in place. "Did you need something?" she asked, her tone challenging. "N-no…I mean, I'm sorry for staring," Maylin stammered, trying not to meet the other girl's gaze, "Y-you just reminded me of someone." "And who would that be?" Maylin just kept quiet, her gaze averted. She didn't want to make things any more difficult by saying something else offensive. She had no idea where this other girl came from or what she might consider an insult, so she decided that saying nothing was better. Huffing, the mystery girl turned and walked off, slinging her bag over her back. Several of the boys who had been on the train glanced at her, clearly interested. However, she answered that interest with another withering glare that sent them on their way.

 _Wow, she's confidant_ Maylin thought as she started to walk towards the dorms, _and scary_. On the way she took the time to admire the place. It was truly a beautiful island, and the people in charge had clearly taken great pains to keep it that way. There were plenty of trees along the walkways as well as a large park she could see in the distance. Even the air was clean and refreshing, especially after being in the city nearby. Maylin had never been a big fan of cities; something about the smells always bothered her. Taking a deep breath, she savored the ocean breeze before continuing to the girl's dorm, smiling cheerfully. When she arrived at the building, she immediately noticed the que for checking in, and her shoulders dropped at how long it was. _This is going to take forever_ she thought as she got in line. "There's no need for that, Miss Felix," she heard from behind her, making her jump slightly. When she turned around, she saw a woman with a really long ponytail standing behind her, smiling. It took her a moment to remember who she was, but when she did she leapt at her and hugged her, saying, "Aunty Orimura!"

Houki hugged her back, laughing softly at the girl's nickname for her. They had only met twice, the last time when she was only 7, but since the first time Maylin had called her 'Aunty,' it had stuck. Besides, Houki liked the way that it sounded, so she wasn't about to try and break that habit. Leading her aside, Houki brought up the housing on her tablet while she spoke with her. "So, how was your trip?" "Ugh, too long," Maylin said, grimacing, "How can you stand living this close to the city?" "Believe it or not, but you get used to it after a while," Houki told her, laughing softly. "I think I'm going to choose not," Maylin replied. "Well, I have your room all set up," she told the girl, handing her a key, "You're on the 3rd floor, room 316. Have you talked with your father yet?" Maylin looked away at this, looking rather sad. "No, not yet." "Try not to be too hard on him. He's doing his best," Houki said. She knew that Simon had been swamped in work lately and had little spare time to talk with his family. She could only imagine how Cecilia felt about _that_ one.

"I will," Maylin replied, heading for the elevators. "And Maylin?" Houki called out, "Try to stay out of trouble, I have enough on my plate as it is." She remembered full well how that girl could be. She was Simon's daughter after all. Maylin just smiled innocently as she continued walking. After a rather awkward ride up to the 3rd floor with several other girls, she got off and quickly found her room. When she entered the room, it was to the sight of the mystery girl from the train sitting at one of the desks. Thinking she had the wrong room, she checked the number on the wall only to see that it was indeed room 316. _Great_ she thought gloomily as she walked in and closed the door. "Oh, it's you," the other girl said, turning back to her magazine, "The far bed is mine, by the way." Without a word, Maylin went about unpacking before she lay down.

Deciding the tension in the room was too much; she decided to try to make friends. "I'm Maylin Felix," she said, sitting up. "Good for you," the girl replied, turning a page and continuing to read. _Well, that's rather rude_ Maylin thought, irritated. She didn't like admitting this openly, but she had inherited a slight temper from her parents, something to which several of the more difficult people she had met could attest. "So, what are you reading?" she asked, trying to remain diplomatic. "A magazine," the other girl replied, still refusing to look at her. This only served to tick Maylin off more, though she tried to control it. "I really am trying," she said finally, "The least you could do is tell me your name." Putting her magazine down, the girl turned around and glared at her. "You really don't recognize me?" she asked in an icy tone. "I'm sorry, but no." "Well then, I guess it's your lose," she said, turning back around and looking out the window.

Maylin just sat on her bed, racking her brain as she tried to place the girl. She wasn't British, she was sure of that. She also wasn't American; she had been on enough trips to America to be able to pick one of them out of a crowd any time. _Russian? No, there's no real accent there. Japanese? Maybe. So, how many Japanese girls do I know?_ And then, as if someone flipped a switch, the name came to her. "Madoka?" she asked, slightly surprised, "Madoka Orimura?" It had been years since she had seen her, and they hadn't really communicated since she had been here for the girl's 7th birthday. "Finally. Took you long enough," Madoka responded, turning back around, "So, how long's it been? 10 years? 11?" "11," Maylin mumbled, looking away, "Sorry we didn't stay in touch." "No, I get it. You were obviously too busy to talk with a normal person," Madoka said, "I wouldn't have talked with me, either. A rich girl making friends with a commoner? Please, get over it." Turning away, she returned to her reading, clearly still annoyed with Maylin. _I never realized how much that hurt her_ Maylin thought, laying back down on her bed.

The last time they had met, Maylin and Madoka had gotten into some trouble together that may, or may not, have involved the local youth. All that Maylin was willing to admit to was that there were a few jerks that got exactly what they deserved. That had served as strong bond between the two girls and for the rest of her stay they had been almost like sisters. Then Maylin and her family had returned to Britain, and thanks to her classes as well as preparing for IS training Maylin hadn't been able to make the time to talk with Madoka. It wasn't something she was incredibly proud off, and having it thrown back into her face didn't help matters at all. _I'm too tired for this_ she decided as she got up to change. Maybe she'll have better luck talking with Madoka tomorrow.

* * *

Unfortunately, it wasn't that simple. Any attempt to talk with the girl met sharp comments and glares. After two days of trying, Maylin decided to give up for now and went to explore the grounds. It was a lot like her parents had described; an incredible mix of man-made structures and nature in a balance that she hadn't really thought possible before. Wandering into one of the buildings, she made her way through several hallways before finding herself standing among rows of bleachers. Looking around, she recognized it as one of the Academy stadiums, as well as seeing that it was already in use by a pair of IS pilots. They were sparing with each other, one of them using a sword while the other was trying to stay at range with his rifle. The fact that one of the pilots was a boy should have been more surprising to Maylin, but then again, her father was also a pilot so that gave her a unique perspective. Sitting down in the front row, she watched as the two continued to fight.

Neither of them seemed to have a definitive advantage. The boy's IS was black with white trim and used a semi-automatic rifle. While he also had a dagger at his hip and a pair of cannons mounted in his wings, he was relying on the rifle primarily as he continued to take pot shots at his opponent. The girl had almost the polar opposite equipment; with a regular sword in her hands and another large one on a shoulder clamp, her IS was white with black trimmings. She also clearly lacked any kind of long-range weaponry, although she didn't seem to be inconvenienced by it. Instead, she was using her shoulder-mounted sword as a makeshift shield while she dodged the boy's fire and closed on him again. As she brought her sword forward in a stab, the boy dodged to the side while smacking the blade aside with his rifle. Taking advantage of the close range, he brought one of his wing cannons up under his right arm and fired at point-blank, sending them both flying in opposite directions. As they slid to a halt, they stood ready to continue, although they were both panting and clearly exhausted.

The boy then looked up into the stands and saw Maylin watching them. Saying something on a private channel, he must have told the girl about her because she then turned and saw Maylin as well. Suddenly feeling awkward, Maylin was about to get up and leave before the girl waved to her and said, "Hey, the view's better from the arena itself." Smiling slightly, she got up and made her way down onto the arena floor as the two approached her, their IS destructing in a flash of light. Up close, she could see that they were definitely siblings, probably twins. "So, what did you think?" the girl asked, looking very energetic. "Come on, Anna, you can't just jump in like that," the boy said, crossing his arms, "At least introduce yourself first." "Oh, right!" she said, looking a little embarrassed, "Sorry, I get a little worked up over my fighting. I'm Annabelle Steffens, and this is my brother, Erin."

"Pleased to meet you," Erin said, extending his hand. "Likewise," Maylin said, taking his hand, "I'm Maylin Felix. So, what kind of IS was that you were using?" "Wait, Felix? As in the daughter of Simon Felix?" Erin asked, lighting up. "Ignore my brother. He's kind of a techno geek," Annabelle said, snickering at the glare he shot her. "Excuse me? Who is the one that keeps your IS properly calibrated?" he asked. "So, you're a fan of my father's work?" Maylin asked, trying to not sound depressed. She knew full well where this was heading. "Of course!" he said, that light coming back to his eyes, "I mean he's the reason that guys are actually getting recognition in regards to the IS. He's the reason I can attend this school." "And it clearly doesn't have anything to do with you being able to pilot an IS," Annabelle mocked, smiling again, "Anyway, you've seen our IS. His is called Yang and mine is Ying. Cool, right?" "So, you're machines are designed for team combat?" "Yep. Erin is the best shot around, while I can take anything at close range," she boasted, putting her hands on her hips and puffing her chest out a bit, "Oh, I almost forgot to ask. Do you have one?" "Yeah!" Erin said, darting up beside Maylin, "I'd love to see the kind of IS you have. I bet it's an amazing one!"

Scratching the back of her head, Maylin tried to not let her shoulders drop. But they did, and the siblings noticed this change. "Well, to tell you the truth," Maylin began, "I don't really…have one." It wasn't something she was really proud of, and she tried not to let it come up when talking about IS. But as soon as people figured out who she was, they inevitably asked her if she had a personal IS. And why not? Her father was a well-respected IS tech as well as being a good pilot. Her mother was also the Representative Candidate for Britain, which already guaranteed her a personal machine. It's not that Maylin didn't want one, or hadn't tried to put one together. But her personal IS was more theory and half-drawn blueprints than an actual machine.

"Oh, that's a shame," Annabelle said, elbowing her brother, "Maybe we could help you put one together?" "By 'we,' you mean me, don't you?" Erin asked, glancing at her. "It's not a big deal, really," Maylin said, taking a step back, "I'd hate to impose…" "It's no problem," he said, smiling, "Really. You put a concept together, and I'll make it a reality. Deal?" Again, he offered his hand. For a brief moment Maylin considered refusing. She had just met these two, and they were already offering to help her on a major project. Part of her felt guilty for the offer, while another part felt ashamed at not having an IS of her own. She knew there was no reason for it, but the feeling was still there, unwilling to go away. She was Simon's daughter; a person that could understand the nature of an IS just by looking at it. She had witnessed him dismantle an entire suit in little more than an hour before putting it back together. She had often wondered why she didn't possess the same deft touch with machines.

Looking between the twins, she decided against it. "Really," she said, "It's alright. I'll manage with the Academy's Uchigane." "Alright," Annabelle said, placing a hand on her brother's shoulder, "But you ever need help, let us know, okay?" Maylin nodded as the twins turned and walked away, undoubtedly heading for the showers. _They're good people_ she decided as she left the stadium. She didn't notice the girl standing up in the bleachers, watching the three of them. Madoka stood there as Maylin left, trying to pin down what it was with that girl that irritated her. It wasn't her constant chatter; that she could understand. They had been close before, and Maylin clearly wanted to try and make amends. _That's not it_ Madoka thought as she left. Neither was it something Maylin had said or done previously. She was always kind to people, even if she didn't know them. She was also soft-spoken, so even when she disagreed with something she didn't speak out against it loudly.

 _So what is it? Why does she irritate me so much?_ No matter how long she pondered it, Madoka couldn't come up with a satisfying answer. Apparently, she just didn't like the girl at all, despite how close they had been before. That prior friendship, however, hit close enough to the problem that it made her even more confused. It was close, but not the real reason why. Punching the wall to try and relieve some of her frustration, she grit her teeth as she continued to question. _What is it about you, Maylin Felix_ she wondered again as she continued walking. Outside the stadium, she continued on her way, avoiding the entrance Maylin was sure to take. Until she could figure out just what the hell this was, she was going to spend as little time around that girl as she could.

Meanwhile, Maylin had returned to wandering around the grounds. She finally found herself standing before the IS maintenance building. It housed all of the storage bays for the IS that were in active use, as well as the offices of the maintenance staff. This included her father, and for a brief moment she considered paying him a visit. He had to know that she had arrived on the island by now. But for whatever reason, she decided against it and walked away. _Not just yet_ she thought. Her father's work had always been a rather sore point with her. Because of his technical knowledge, he had been able to help her mother invest her fortune into several well-founded tech companies. This ensured that they wouldn't ever have to worry about money. This also meant that he was often called away as a consultant for these various companies. When he had taken the job at the Academy, it was partly to avoid having to travel around the world so much. They had all believed that it would give him a more stable life at home, but it hadn't turned out like that at all.

Before she or her mother knew it, Chifuyu had begun to restructure the Academy, and Simon's assistance was in increasing demand. This had kept him in Japan for most of the following years, further straining his relationship with his daughter. While Cecilia clearly understood what he was doing and why he did it, Maylin hadn't. All she knew was that her dad wasn't around when she needed him. It wasn't that she had grown to hate him, but her relationship with him had cooled over the years. Now she was nervous about having to face him again, more so because she had no idea if he even _wanted_ to see her. Shaking her head to clear it of these depressing thoughts, she decided to try and find the dining hall. She was starting to feel hungry since she had slept through breakfast. Such thoughts were soon disrupted as a chain of explosions rippled through the air, coming from one of the other stadiums. And true to her bloodline, rather than stay put or run away, Maylin ran towards the noise. _What is going on?_

 **Maylin has taken her first steps towards becoming an IS pilot. Classes haven't even begun and there already appears to be trouble forming. What was the cause of that explosion? Can Maylin and Simon reconcile the divide growing between them? And what of her relationship with Madoka? Till the next chapter.**

 **This is the start of my second arc (though it doesn't have an official name yet), and I hope you all enjoy it as much as the first. Hope you also enjoyed how I worked Madoka Orimura into this, I promise there will be much 'fun' regarding her character. Look forward to more OCs as Maylin meets her classmates in future chapters.**


	2. Chapter 2

Chapter 2; The First Day

Rushing to the arena, Maylin joined a small crowd growing in the stands as two IS pilots fought it out. Both of them were girls this time, and one of them was clearly losing badly. The IS that was currently on the ground, and was probably the focus of the explosions Maylin had heard, was a mix of oranges and black, wielding a scythe as its primary weapon. It also had a pair of short swords sheathed at the base of the pilot's back, though it had no obvious long-range weapons. The other IS was equipped with a pair of short swords as well, although its wings were considerably larger and bulkier. Its paint job was ice-blue and white, and the pilot was visibly content with the attack she had just landed. "Had enough yet, little girl?" she said to the pilot on the ground, twirling one of her swords. "Hardly," the other girl responded. From her voice, Maylin knew that it was Madoka, although why she was in a match with this girl was beyond her.

Springing back into the air, Madoka brought her scythe back as she charged the other girl. Smirking, the girl in white gestured at Madoka as ports on her wings opened. "Then maybe this will make it clear to you," she said. Suddenly, dozens of missiles streaked out of the open ports, trailing a fine mist as they curved in around Madoka. Left with nowhere to go Madoka opted for charging right through the center as they began to hit her. Explosions chained across the front of her IS as its shields were ravaged by the missile attack. Despite that, she avoided half of them and came soaring through the smoke as she brought her scythe around. Bringing one of her swords up, the other girl blocked the attack almost lazily as she brought the other one forward and slashed across Madoka's chest. Rather than falling back, Madoka brought one hand up as a sword hilt popped up on her left wrist, deploying an energy blade. Bringing her scythe back, she stabbed into the other girl's chest, taking her by surprise as she spun and brought the scythe around the other way.

Before it could hit her, Madoka altered the blade's course, bringing it inches over the other girl's head. Using that momentum, she brought it up in an ark before spinning and bringing it down on the other girl's shoulder, sending her towards the ground. Deciding to not give her any breathing room, Madoka pursued her, clearly hoping to finish the fight quickly. However, when she saw the grin on the other girl's face, her blood ran cold as she realized she had walked straight into a trap. "Goodbye," she said as another streak of missiles came from her wings. This time they exploded seconds after launching, creating a large smoke screen and blinding Madoka. Before she could recover, the other girl flew back up into her with her swords held in a cross slash. Using their combined momentum, she slashed through Madoka's remaining shields, effectively winning the match.

Madoka landed rather heavily on the arena floor, destructing her IS and looking really pissed that she had just lost. "Wow, that was a close one," the other girl said as she landed, "Good match." Rather than answer her, Madoka turned and left. The other girl looked a little annoyed that she had just been brushed off so easily, and Maylin couldn't really blame her. _What is Madoka's problem?_ Deciding not to stick around as some of the other students congratulated the winner, Maylin turned and left the stadium to find the dining hall. She was still rather hungry, after all.

* * *

The remainder of the week passed quickly for the staff and students, and before anyone knew it classes had begun. Maylin was rushing through the halls as she tried to find her classroom, cursing herself for not setting an alarm. She managed to find it with a minute to spare, room 1-1. Taking the only remaining seat towards the back of the class, she glanced around and was mildly surprised at who she saw. Madoka was in the same class as her, which wasn't so good since they still weren't on speaking terms. However, Erin and Annabelle were also there, and Maylin felt better for it. They were really nice people, and she felt they could become friends. She returned her attention to the instructor as she welcomed them to the Academy before starting the introductory lectures on the IS. Maylin already knew all of this, of course, but she accepted that some of the others didn't. Taking the time to properly look around the room, she noticed that her class actually had three boys in it, not just Erin.

One of them had short, silver-white hair and was fidgeting at his desk, clearly not used to sitting still. He actually looked annoyed at having to remain stationary at all, and Maylin wondered just what he would do when they got to practical lessons. The other boy had longer black hair, and at first glance he appeared to be paying close attention to the lecture. However, as she looked closer, she saw that he was messing with something on his desk. Since all of them were smart desks, basically large tablets, he could have been doing anything while pretending to listen. Maylin saw that he was playing a chess game, of all things, and that he was running circles around whatever opponent he was playing against. Sighing, Maylin returned her attention back to the lecture, silently praying that he wouldn't get found out.

After a few hours, they were dismissed for lunch before having to head to their hands-on class. That was another change made with the schedule; instead of most of the classes held in the main building they had been spread out around the grounds, with several of them becoming practical classes instead of normal lectures. After eating and chatting with Erin and Annabelle, where she insisted that Maylin call her Anna since everyone else did, Maylin and her class made their way to the IS bays. When they walked into the room, it was to see an IS partially deconstructed with several of its major components laid out on a table. The lack of a teacher waiting for them was slightly confusing, and for a moment several of them wondered if they were in the wrong room. "Glad you all found your way here," they heard from behind them. At the sound of the voice, Maylin's hopes plummeted. It was a male's voice, and she knew of only one male instructor in the IS tech department.

And sure enough, when she turned around it was Simon standing there holding a book, waiting for the last of them to enter the room. He glanced at her briefly and smiled slightly before gesturing through the door. With a sigh, she walked in and found space to stand with Anna. "Alright, class, as I'm sure some of you've figured out by now, I am Simon Felix," he said, walking to the front of the room, "Today we're going to go over the basics of an IS' systems. Hope you're prepared to take notes, because this will be important latter on. Any questions?" Looking around the room expectantly, he was mildly surprised that Madoka was the one to raise her hand. Nodding to her, he prepared for what he knew was coming, since it was a question he had received every time with a new class. "Why do we need to know this if we're going to be pilots?" she asked, "Isn't this kind of thing for the tech geeks?"

"Miss Orimura, right?" he asked, making a show of looking at his roster. He already knew her, of course. "Well, to be perfectly honest, you don't. A pilot's job is simply to operate the IS. It's the mechanics job to fix it, right?" When she nodded, he just smiled and shook his head. "Alright, what happens if the mechanic isn't there?" he asked, smiling at her confused look, "Or if it's a problem during a match? This isn't something we're doing to torture you. It is actually essential knowledge." When it was clear that she still wasn't getting it, he decided to make a point. Turning to the table with the various parts, he picked up a disk with a small sphere at the center. Tossing it to her, he said, "Alright, if you're so smart then I want you to completely dismantle that by tomorrow, okay?" "What is it?" she asked, turning it over in her hands. "That is the housing for an IS core," Simon told her, smiling at how several students leaned in closer to get a better look at it.

"I'll say it again; this is essential knowledge," he said, addressing the entire class, "Once you know how your machine works, you'll know when it's having problems. More often than not, you will know it before the mechanic does." Turning to the smart board, he brought up the schematic of the Uchigane and began to break down the systems involved. Every time he turned back to look at the class, he noted that more and more of them were starting to pay closer attention, though some of them were paying attention to _him_ specifically and not the lesson. _Well, that will come back to bite them later_ he thought as he continued. It was slightly entertaining to see Madoka fiddling with the core housing, already trying to figure out how to take it apart. That was easier said than done since it was easily the most complicated piece of any IS. He also noticed that Maylin was paying attention, but was making an effort to not make eye contact. While that hurt, he understood why and had already vowed to try and make amends.

As the class ended for the day, he noticed that Madoka was trying to put the piece back onto the table. "I recall asking you to take that apart, Miss Orimura," he said, causing her to flinch. Grimacing, she pocketed the part as she left the room. "Miss Felix, a moment?" he said as Maylin was leaving. He noted how her shoulders slumped a bit, and also how two of her classmates looked at her with concern. _Wow, making friends already_ he thought with pride as she walked back into the room. "So, how was your trip?" he asked as he started tidying the table up. "A little awkward, but fine," she answered, "Did you need me for something?" "I can't just have a conversation with my daughter?" "If that's what you wanted, then why didn't you come see me before classes began?" _Ouch, full contact on that one_ he thought as he turned back around. Taking a closer look at her, he could tell that Maylin was torn between running to him and hating him. He could fully understand both; his work hadn't left a whole lot of time for his family.

"So, how's your mother?" he asked, trying to change topics. "She's fine. Still opposed to me being here, but fine," Maylin answered. "Alright, let's stop dancing around this, then," Simon said, finally fed up with the verbal fencing, "You clearly have something you want to say, so say it, Maylin." Maylin crossed her arms and looked down, trying to organize her thoughts. "Why?" she asked finally, looking back up, "Why weren't you ever around?" "Because my job required me to remain here," he answered, walking over to her, "Because Chifuyu was rebuilding the Academy and I couldn't trust someone else to watch over the tech department." "That's it? Because of your job?" she asked, her temper starting to flare, "Why, when we're already investors in several successful companies? We already have more than enough money, so your job isn't a reason." "Maylin, a job is more than a paycheck," Simon explained, sighing, "When it's something you love, it's never about the money. And besides, I can make a real difference here, more so than running around the world consulting."

"But you never had to do that, ether!" Maylin said, "We have all the money we need. You wouldn't have ever had to work again. So why? Why couldn't you just stay at home? Why weren't you around when I needed you?" _And there's the heart of it_ he thought, feeling his heart break as Maylin started to tear up. Her faked anger was starting to give out, the pain she had been hiding exposed. Stepping forward, he pulled her into a hug, saying, "I'm sorry, Maylin. But there were things that I needed to tend to, and they were things that _I_ had to do." He wasn't about to try and explain it to her; how he had used his growing connections to track down everyone involved with the Gospel program. He had found every last one and exposed them, although it had been difficult to do it without revealing what he and Chifuyu had agreed should never come to light. It had taken years to find them all, and when he had finished he had been exhausted. He had considered just stopping and settling after that, finally spending time with his family and raising his daughter. But then Chifuyu had approached him with the offer for the Academy position. He had already known about her restructuring of the Academy as a whole, and when she had asked for his help he hadn't been able to refuse.

"When a friend asks you for help, you help," he told Maylin, "I don't expect you to understand now, but someday you will." Maylin just nodded as she silently cried, clinging to her father. She had missed him so much, but she hadn't fully realized it until now. She had missed the way he talked with her, always speaking with her like an equal and never like some child. He had never lied to her to make her feel better, never hidden anything from her when she had asked for his advice or help, and he had never settled with half-measures. "Can you give me another chance?" he asked after her tears had run out. Stepping back so she could look at him properly, she smiled slightly and nodded, saying, "On one condition; could you talk with Madoka's parents for me? I think there's something bugging her." "Consider it done," Simon replied, smiling back. Reaching out, he ruffled her hair slightly, getting an annoyed moan in response. "Dad, I thought you would have learned not to do that to girls by now," she said, pretending to be mad. "Yeah, yeah. Now hurry or you're going to be late for your next class," he said, stepping back, smiling. As Maylin left the room, Simon noticed that the Steffens twins were there waiting for her, and that they immediately led her aside to make sure she was okay. Simon smiled as some old memories came back to him, and he briefly wondered where Rin was right now. He could definitely use the Chinese girl's spunk right now.

* * *

Thankfully, the rest of the day passed with little else of note, although when Maylin returned to her room it was to an interesting sight. Madoka had the core housing sitting on her bed along with some simple tools. She was currently trying to use a screwdriver to take the ring off the housing. Judging from the look on her face, and the fact that the housing was still in one piece, she wasn't having much luck. "Want some help with that?" Maylin offered. Maybe they could use this as a bonding moment and Madoka would finally get over whatever was bugging her. "No, I don't," she replied, dashing those hopes, "Don't need it, or want it." "Okay, what exactly is your problem with me, anyway?" Maylin demanded, dropping her bag on her bed and walking over to face her. She had been trying to remain civil about this, but Madoka's insistent attitude had finally gone beyond the limits of her patience. "So, this is immediately about you, then?" Madoka shot back, setting the core down and getting up, "Little miss rich girl, has to be the center of the world, right?" "And what the hell is that supposed to mean?" Maylin asked, her voice starting to rise.

"I don't know!" Madoka said. Clutching the sides of her head, she turned away and managed to stifle a scream of frustration. "I don't know," she said again, calmer this time, "I just… just leave me alone." And with that, she grabbed her key and went to leave the room. Instead of just letting her walk past, Maylin stepped in front of her, arms crossed. "We're not done here, Madoka," she said, sounding stern. "Get out of my way," Madoka said, glaring at her. "Not until you give me a straight answer. Whether you believe it or not, I do care." "Good for you. I don't, so move, now." The two girls just stood there, glaring at each other. Maylin was trying hard not to lose her nerve now, while Madoka was trying to keep her conflicting emotions in check. "Alright, I have a way we can settle this," Maylin said finally, "Fight me." "Excuse me?" "An official match this Saturday," Maylin clarified, "If I win, then you tell me what's bothering you." "And if I win, you move out and leave me alone," Madoka replied, her gaze still pure ice. They didn't need to say they agreed to the terms, their glares were answer enough.

Finally stepping aside, Maylin waited for Madoka to leave the room before collapsing on her bed and screaming into her pillow. Why the hell did she say that? She didn't have an IS, and there was no way she was going to be able to throw one together by the end of the week. She barely knew how to make one of the damned things move, let alone fight. _I can borrow one of the Academy's Uchigane. That solves my first problem, but what about the second_ she wondered as she rolled onto her back. She could ask Anna and Erin for help, they would probably be more than happy to train her. But how much could she learn about IS combat in four days? _Well, I guess I'll find out_ she thought as she grabbed her phone, _I just hope Dad is having better luck then I am._

As it turns out, while the girls were having their little talk, Simon was on the phone. He had decided rather than going to Houki he would call Ichika, since he was less likely to down-play what he was about to ask. When the line finally connected, he heard, "Hello?" "I'm looking for a bluenette smart-ass, former IS pilot, that sort of thing," Simon said, trying to sound serious. "Yeah, yeah, laugh it up, Simon," Ichika replied, laughing softly, "As it turns out, I enjoy not risking my life on a daily basis. Speaking of, how are things with your students?" "Oh, you know how it goes," Simon replied, smiling, "Some of these girls haven't been exposed to men too often, so they immediately swoon over the nearest one. Same old, same old." "Bet that makes your wife happy. So, what can I do for you?" "Well, you can tell me why your daughter is acting like a…" Simon trailed off there, unsure of how to finish that sentence. Thankfully, Ichika knew what he meant. "It's kind of a long story," he said, sounding sad about something, "Did you know that she had been dating someone before going to the Academy?" "No, I had no idea," Simon replied, "You're wife isn't exactly the gossiping type." "Well, she was. The boy seemed nice enough, except that he started to turn into the possessive type. The relationship went south from there."

Simon took a moment to think about that one. If Madoka had half of her mother's attitude, he could only imagine how well that went over. "The sad part is that she really liked him," Ichika continued, "When they finally broke up, she was depressed for weeks. It was…hard to watch." "I can imagine. Had it been my daughter, I'd have wrung that kid's neck," Simon said, meaning every word, "So that's what this is? A bad case of a broken heart?" "Oh, I only wish," Ichika replied, "Honestly, I think it's a lot of things. She lost touch with Maylin, and you know how close those two were. Her first relationship fell through. Her mother wasn't around a whole lot. And there's probably stuff that even _I'm_ not aware of." "Sounds like you've had your hands full," Simon said, impressed with his friend, "Hey, maybe you should drop in and visit sometime. See how the place has changed." "I think I'll take you up on that offer," Ichika replied, sounding a little better. They continued talking idly for some time after that before hanging up. Massaging his temples, Simon debated whether to share this with Maylin now or wait a day. _No, she needs to know about this now_ he decided as he picked his phone up again.

After her father had explained the situation to her, Maylin sat on her bed and tried not to read into it too much on her own. She had already called Anna and she had agreed to bring her brother to the room. Since sitting still left her with too much time to think, Maylin started working on her homework. After a few minutes, there was a soft knock at the door. When she opened it, it was to be surprised with a hug from Anna. "Are you alright, May?" she asked, sounding concerned. "I said we had an argument, I didn't say she hit me," Maylin replied, patting the girl's shoulder while she looked to her brother for help. He just walked around them, snickering. Finally, Anna let her go and they walked into the room. The girls sat down on the bed while Erin took a chair and turned it around so he could sit down and lean on the back. "So, what's up?" he asked, "And why would this need my help? This sounds like a girl problem." "You're just jealous that we have actual emotions," Anna shot back, sticking her tongue out at him. Watching the two siblings, Maylin couldn't help but laugh at how familiar they were with each other. "I need your help," she said finally, "I need to learn how to fight with an IS." "Alright, how much time do we have to work with?" Erin asked, perking up. "Four days," Maylin replied, deadpanning.

They both stared at Maylin for a while, too stunned to speak. "The hell kind of trouble did you get into on your _first day_?" Erin asked, ignoring the look Anna gave him. Taking a deep breath, Maylin explained her 'conversation' with Madoka. When she had finished, Anna sighed and put her head in her hands while Erin glared at the floor as if he was trying to burn holes into it. "THIS is what's been eating at you?" Anna finally asked, sounding amazed, "You should have said something sooner." "I didn't want to bother either of you with this," Maylin said, looking down, "It's my problem, after all." "And yet, here we are," Erin observed, again ignoring the glare he got from his sister. Getting up, Erin walked over to Maylin and put a hand on her shoulder. "Alright, I hope you're ready to work yourself ragged," he said, "Because this is going to have to be a crash-course." "We'll try not to be too hard on you," Anna said, shooting her brother another glare, which was, again, ignored. "Don't worry about me," Maylin replied, looking determined, "I'll be fine. So, when do we start?" "Now," Erin answered, smiling at her shocked look, "We have till Saturday, right? So, we don't have any time to waste."

Meanwhile, Madoka was outside the dorms, pacing around in the park and practically seething. She couldn't believe that Maylin could be so stupid. It had taken every ounce of her will to not strike the girl, and she still didn't know why she was so pissed at her. _Why, why the hell can't I calm down_ she wondered again, trying to massage her headache away. It had been one thing after another in her life, one shitty thing after another. First, her mother had just left her, too wrapped up in staying with her sister and her aunt to spend much time with her. Then, her best friend had dropped off the radar, refusing to respond to any of her letters over the past few years. _Then_ , her boyfriend had become a possessive asshole who refused to allow her to do anything alone. _Is it me? Am I the problem?_ She didn't know, and that not knowing and self-doubt had been eating away at her for the better part of a year already. She wasn't sure how much of her was left before she snapped and did something regrettable. _I can't keep going like this, I just can't_ she thought, sitting down. This match with Maylin might be just what she needed to blow off some of this steam. _I hope she's ready, because I'm_ not _going easy on her_.

 **The first week hasn't even ended, and Maylin is already about to fight her first battle. Remind you of anyone? Who will win the match? Can Maylin and Madoka reach an understanding? Till the next chapter.**

 **No, I'm not going to carrying on with the 'daddy issues' theme, although if you pay close attention to what was said, that's going to come back to bite him later. And in case anyone's wondering, the next generation of the human IS will show up when they're ready to show up. I promise to have a fairly dramatic reveal for them, though.**


	3. Chapter 3

Chapter 3; A Battle Between Friends

Thursday afternoon saw Maylin lying on her back, rather uncomfortably since she was still in an Uchigane, and breathing hard as she tried to get the world to stop spinning. Anna and Erin were standing over her, Anna looking rather concerned and Erin looking unimpressed. "So, you understand what you did wrong there?" he asked, crossing his arms. Unable to speak just yet, Maylin just nodded. Erin just sighed and turned away, shaking his head. Finally, with a groan, she sat back up, clutching her head as the earth felt liked it was tilting again. She had been sparring with the twins every afternoon since Monday, and true to their word they hadn't gone easy on her. Her attempt at taking Anna out in one shot earlier had resulted in a heavy blow to the back and meeting the ground at rather high speeds. She was surprised that the crater wasn't larger, since it felt like she hit the ground a lot harder than that.

After she had gotten back onto her feet, Erin waved his hand over the ground and triggered a recharge station for the IS to spring from the ground. Taking a cable from the top of it, he walked over to her IS and plugged it into a port on her back. Her shield energy immediately jumped to 10% and began climbing at a steady rate. Taking the time to catch her breath, Maylin went over everything she had learned over the past few days. She had a decent understanding of sword play by now, but her aim with the Uchigane's rifle could use serious work. However, since it appeared that Madoka's IS specialized exclusively in melee combat, they had chosen to focus on her melee skills first. As a result, Maylin had gained a new respect for how good Anna was with her sword. She hadn't even been forced to use her larger blade, which she had explained was something she only used when she needed to. Though, how she would ever be driven into that kind of situation Maylin didn't know or want to guess.

Finally her shields reached max charge. Erin unhooked her and sent the charge port back into the ground before getting a healthy distance between himself and the two girls. Meanwhile, Maylin had already squared up with Anna, her sword raised and ready. She was still a little light headed from that last blow, but she wasn't about to let that slow her down. "You sure about this, May?" Anna asked as she took her stance as well. Maylin nodded again before springing at her, bringing her sword down to smash into Anna's blade. The sound of the metal colliding rang through the stadium, and for a time they remained locked together. Finally, Anna broke off and took flight with Maylin close on her heels. Putting on a burst of speed, she tried to get up behind her, but Anna just spun around and used her larger sword as a shield to absorb the blow before flinging Maylin's sword aside. Too tired to react fast enough, Maylin was unable to do anything more than float there as Anna's sword smashed into her chest, sending Maylin back towards the ground. Gritting her teeth, Maylin spun around and put all of her thrust into stopping, just barely avoiding contact with the arena floor. When she turned back to Anna, it was to see her sword pointing between her eyes. Letting her shoulders slump, Maylin accepted her fifth loss of the day with what pride she could muster before landing.

Allowing her IS to destruct in a flash, she collapsed to the ground while she tried to catch her breath. Before she knew it, a wet towel had been draped onto her head from behind. It felt so good after all of the exercise that she just moaned in pleasure. "You're welcome," Erin said simply before holding a water bottle before her eyes, "You know, this isn't that big a deal. You don't have to kill yourself." Anna, who had destructed her own IS and joined Maylin on the ground, nodded in agreement with her brother. "Well, I don't think that's the case," Maylin said, taking the bottle and taking a big gulp of water, "And I don't think Madoka thinks so, either." "And why is that? What is so damned important that you're pushing yourself this hard?" Erin asked, crossing his arms, "Just tell me it's not pride." When she shook her head, he breathed a little easier. It was good to know that his friend wasn't nearly killing herself over something as stupid as pride. "I think it has to do with Madoka's pain," Maylin said, looking down, "I think she's hurting really badly, and doesn't know how to fix it. I think that's what has been driving her to act so cruel to anyone and everyone. She doesn't want to risk getting close to anyone again."

Anna silently pondered that while Erin began to pace beside them. Although Maylin hadn't known them long enough to know the signs, Anna knew her brother was seething at Madoka's actions. He was a very blunt person, to put it nicely. While some people found that off-putting, Anna quite liked it in people. Erin didn't bullshit, didn't lie or say anything but what was on his mind. But the one kind of person that always seemed to get under his skin was the kind that took their pain out on others rather that dealing with it themselves. "It's your pain, not theirs," he'd tell them, completely deadpan. It was always enough to bring a smile to Anna's face, and just one more reason she cherished her brother. "Alright, I understand," she said, getting back up, "Ready for another round yet?" Maylin nodded, looking eager as she got back up. Handing the towel and bottle back to Erin, she summoned her IS and took her stance again. The ring of swords clashing could be heard for a long ways as they continued to spar, with Maylin steadily growing better, her reactions faster and more coordinated.

By the time she had finished for the day, she was almost too tired to make it back to her room. She was definitely too tired to change her clothes and opted for just collapsing onto her bed. She was asleep in seconds, breathing softly and enjoying the dreamless sleep of the exhausted. When Madoka came back to the room she found Maylin sleeping peacefully, and for a moment she felt that familiar anger dull. This girl was working so hard to try and reach her, pushing herself past most people's breaking point. She had never really known someone to be willing to go that far. Her mother hadn't been around enough for her to know what she would do in this situation, and her father was too…settled, for her to picture him worked up about something. _Don't forget, it's all just an act_ she thought, shaking her head, _they act nice so long as they have something to gain, and once they get it they're through with you_. But Maylin didn't have anything to gain from this, at least nothing that Madoka could see. So why? Why was she pushing herself so hard?

* * *

"So, have you heard?" Simon asked Houki the next day. They had agreed to eat together at least once a week, sharing what they could about their respective dorms to try and keep things orderly. It was always…entertaining, hearing about the different ways these kids tried to fool them. "Heard what?" she asked, looking bored. "About our daughters. There's a match between them tomorrow," Simon answered, laughing slightly at the spit take Houki did. "They're doing what?!" she demanded, turning to him. "Apparently, they have some kind of wager based on it," he continued, taking a bite from his own sandwich, "I can't imagine how this is going to end up." "But Maylin still doesn't have a personal IS, does she?" Houki asked, looking concerned, "How's she going to fight Madoka?" "Easy, she's borrowing an Uchigane." "But she can't beat Akino Hana with an Uchigane! It's not possible!" She exclaimed, slamming her hands on the table for emphasis.

Taking a long sip from his drink, Simon pondered the difference in capabilities. The Uchigane was a basic model; designed primarily for training and equipped with only a basic sword and rifle. Granted, it was still a formidable machine, but against custom models it inevitably fell short. Madoka's IS, the Akino Hana, on the other hand was a completely custom job. Specializing in melee combat almost exclusively, it could tear apart lesser machines with ease. Simon had witnessed a training session with Madoka, and her skill with the scythe was scary. It wasn't an easy weapon to master, and the fact that she could use it just as well in the air as on the ground didn't bode well for Maylin. "You're right," he said, "Based on the capabilities of the two machines, Madoka is sure to win."

Before Houki could say anything, Simon continued, "But, I don't think that's what will determine this battle." "Oh? And what will, mister warrior?" Houki asked, clearly trying to tease him. "I think that this fight is going to be decided by emotion," he said, not rising to the bait, "There are clearly strong feelings on both sides. I believe that the one with stronger feelings will win. And, I have to admit, I think that it'll be Maylin." "Well, of course you do," Houki said, sitting back down and looking away. Simon just smiled as his friend tried to act pouty, but he could tell she was still concerned. Despite all of the safety systems, it was still very possible to get hurt in these fights. Also, Madoka was clearly carrying around a lot of anger, which could prove dangerous to Maylin if she wasn't careful. Simon made a note to start drafting some designs for a new IS. Even if Maylin lost, she deserved some kind of gift for being so daring.

Meanwhile, Maylin was out at one of the stadiums working on her aim. Even though the targets were stationary, she was only ever able to hit the second ring. Considering the targets were made of four rings, and hitting the second translated as a 50% chance to hit, this wasn't helping her state of mind. She was growing increasingly anxious about her upcoming match. She had never been in a fight before, of any kind. And now she was about to fight someone that should have been her friend. If that didn't rattle a person's nerves, she didn't know what would. Taking a deep breath, she steadied the sights over another target before pulling the trigger. She managed to hit the third ring this time, but she still wasn't satisfied. She had seen how well Madoka had handled herself before, and unless she could hit the damned bulls-eye every time, her rifle wasn't going to be of much use. Walking up behind her silently, Erin marveled at her concentration. Finally, after she took another three shots he walked up behind her and tapped her side, causing Maylin to jump slightly.

Turning around, she saw that it was Erin and relaxed. "You shouldn't sneak up on girls with assault rifles, you know," she said, trying to sound cross. "The way you handle that gun, it'll take you months before you have the kind of accuracy you're looking for," he said, ignoring her comment, "Best to give up on that idea for now." "And reduce myself to only using a sword? No thank you," she replied, crossing her arms and turning away. Sighing, Erin summoned his own IS and walked up beside her. "There is more than one way to use a gun," he said, summoning his own and sighting up on the targets. Triggering their smart function, he sent the targets whizzing around the far end of the stadium on random paths. "You can use it conventionally; one shot, one kill," he advised as he calmly started taking out the targets, "Or, you can use it as a distraction; use the shots to confuse the enemy." At this, he began to purposefully miss the targets, sending them flying away as they tried to avoid the shots. "Lastly, you can use it to snare an opponent; give them nowhere to go but where you want them to go." Once he had herded the targets together, he fired in rapid succession and took most of them down before Maylin even knew it. "All of these are valid options, and all of them are effective," he concluded as he cleared the last target before destructing his gun.

Turning to Maylin, he saw that she was now looking at her own rifle with a new fire in her eyes. Sensing that she got the message, Erin destructed his IS and left, smiling as he heard her beginning to fire again. She was truly a gifted pilot, whether she knew it or not. It had taken him weeks to hit a stationary target's bulls-eye, and she was already damned close within a few days. _I can't even imagine how good of a shot she'll be later on_ he thought as he left. To his surprise, he passed Houki in the halls. Instead of acknowledging him, she just hurried past and out onto the stadium grounds. She then just stood there, watching as Maylin tried to herd several moving targets together. She was having limited success, with several of them always managing to get loose. "Miss Felix, a word?" she said, causing Maylin to spin around in surprise. Rather than stick around and eavesdrop, Erin decided to leave the two to their talk.

Walking over to her, Maylin destructed her IS while trying not to stumble. She still wasn't used to being in one of them for long periods, and it was murdering her feet and calves. And that wasn't even taking into account having to wear the pilot suits, which were much more revealing than she had thought they would be. "So, I heard about your upcoming battle," Houki began, not giving Maylin any chance of avoiding the topic, "Care to explain?" Maylin tried not to look like a scolded child, but failed as she crossed her arms behind her and looked away. "I don't know what you mean," she said, trying to sound innocent. "You know, you're about as good of a liar as Simon is," Houki replied, smiling, "Out with it; what's going on?" Taking a deep breath, Maylin explained what had happened, as well as her own theory as to why Madoka was acting so difficult. Houki just listened, surprised that this girl had grown so much in just a week. _She's not the same little girl that ran around the house with Madoka_ she thought, smiling.

"I'm sorry, but I have to ask," Maylin finished, "Why weren't you ever around for Madoka?" Houki was taken back by the question, and almost let her temper get the better of her. Then she actually thought about it, and the answers she came up with only made her feel guilty. "I guess the only real explanation is that I wanted to make amends with my sister," she said, looking sad, "We didn't have the best relationship before, and I wanted to fix that. I never really thought about what that would do to my family." Not knowing what to say, Maylin just let the silence hang there as they both struggled with their own guilt. In their own ways they had abandoned Madoka, and now that they were facing it fully it left them feeling like trash. "So, that's your reason," Houki said finally, turning to leave, "Well then, I wish you luck." "Thank you, Aunty Orimura," Maylin said, smiling. She then summoned her IS again before returning to her target practice. It was another late night when she finally dragged herself back to the dorms, but she was so anxious that sleep didn't come easy.

* * *

As Saturday finally arrived, it was greeted with apprehension by several people as the two girls prepared to fight. Standing in the hanger bay, Maylin fought to control her nerves as she looked out into the arena. Erin and Anna had already left to find seats, although they weren't exactly short of choices. The fight hadn't been publicized, so only a few people even knew it was happening. However, Maylin's father was one of them, and he had chosen to pay her a visit before she launched. Walking up to her, he placed a hand on one of hers. Well, technically, it was the machine's, but the gesture was still touching. "Relax," he said, smiling up at her, "You've done all that you can to prepare for this, right?" When she nodded, he continued, "Then you have nothing to fear. You'll win this thing, I know it." "A-and if I don't?" she asked, fearing the answer but still needing to hear it. Knowing full well what she meant, Simon sighed and lightly poked her side, causing her to flinch. It was still one of the places where she was ticklish, after all. "If you don't win, it doesn't matter," he said, "You're still my daughter, and I'll still love you." Smiling and blushing slightly, Maylin nodded before stepping onto the catapult. "Go get them," Simon said as she launched.

Rocketing into the arena, she circled the outer wall as she again got a feel for the controls. Finally, she returned to the center and landed in front of an impatient Madoka. She had her scythe resting on her shoulder and was tapping the pole with one finger while she glared at Maylin. "Well, look at you. You actually kept your word this time," she said. "We settle this now, Madoka," Maylin promised, summoning her sword and taking her stance. "Yes, we do," she agreed, raising her scythe off her shoulder and taking a two-handed grip, "Just don't come crying to me when I break you." Without warning, she charged Maylin, bringing the scythe around and catching her in the side. Gasping, Maylin was flung into the stadium wall. Up in the stands, Anna gasped at the blow her friend just took while Erin crossed his arms and glared at Madoka. _She's much more aggressive than usual_ he realized as she charged again. Before Madoka could land another attack, however, Maylin came soaring out of the smoke, her sword smashing into the scythe's pole. Instead of staying locked with her, Maylin used the momentum to fling herself over Madoka's head. Quickly summoning her rifle in her left hand, she fired several shots into her back before flipping around and flying up and away, just barely avoiding a back-handed slash.

Growling, Madoka whirled around and gave chase while dodging Maylin's fire. Her accuracy had improved some, but not nearly enough to hit Madoka in flight. However, that wasn't what she was trying to do. Rather than going for hits in general, Maylin fired around Madoka, forcing her to come at Maylin from the right where she could actually block with her sword. Madoka seemed more than happy to oblige her as she came at her again, spinning her scythe around several times to build up some speed before bringing it in an upwards slash at Maylin's right arm. Dodging to the left, she just avoided the blade, but she didn't avoid the kick to the stomach. The wind knocked from her, Maylin was helpless as Madoka brought the scythe around again and slashed her across the chest, draining 27% of her shield energy in one blow. However, after her attack Madoka was briefly exposed, and Maylin took advantage of that. Dashing forward, she stabbed at Madoka's chest and scored a hit before Madoka backhanded her and sent her reeling backwards.

"That one's going to cost you!" she shouted. Her wings then began to glow, several ports along them opening and deploying something strange. They looked like glowing flower petals, but when they contacted something solid they evaporated. _The hell kind of system is that_ Erin wondered, leaning forward. Unknown to him, Simon was also wondering the same thing. He hadn't seen the girl use this before, but from the way she was acting it couldn't be good. For a moment, Maylin was transfixed by the display. It looked so beautiful after all, how couldn't she be? Madoka took advantage of this and smashed into her again, taking them both back down to the ground and creating a sizable crater. Growling, Maylin brought her rifle up and began emptying the clip into Madoka's stomach. Gasping from the impacts of the rounds, she leapt clear of Maylin and stood a safe distance from her, looking confused. _That should have stopped her rifle from working_ she thought. Then she shook her head, angry with herself over such a stupid oversight. _Of course, it uses_ actual _rounds, not energy blasts._ As Maylin got back up, she noticed that the girl still looked as determined as ever.

"Why? Why are you trying so damned hard?" Madoka demanded, bringing her scythe up in case she tried something. "Because, we're sisters, Madoka," she responded, remembering the conversation they had before she had left, "We told each other that, remember? We may not be related by blood, but we're sisters in spirit. And I will _not_ let my sister be consumed by anger." Growling again, Madoka charged her, prepared to strike this pest down. She was wrong, she had to be wrong. She didn't remember that promise, didn't even try to stay in touch. She just left her alone, like everyone else. And now that she was at risk of losing, she thought that some flowery words were going to save her? Bringing her scythe down, she aimed for Maylin's head but was stopped short by her sword. Rather than glaring at her, or doing anything aggressive, Maylin just stood there, holding the scythe above her head and looking at Madoka with something like pity.

This only served to infuriate Madoka more as she pulled her scythe back. They traded several blows, the two girls giving as little ground as they could while they slowly chipped away at each others shields. Finally, they traded a massive blow, knocking each other back a few paces. Standing where they landed, they tried to catch their breath as they stared at each other. Maylin wondered how long she could keep this up, while Madoka was trying desperately to figure out why someone would suddenly give a damn about her. Shaking her head to try and clear the doubts, Madoka charged again. Rather than sidestepping the blow, Maylin brought her own sword up, prepared to finish this, one way or another. At the last second, she lunged forward, bringing her sword across Madoka's middle while her scythe slashed across her shoulder. They slid past each other, both of them holding their positions for a second. Then, at the same time, both of their IS read 0% shield energy and disengaged, ending the match in a clear draw. This met scattered applause from their small audience. The only ones showing concern were Houki and Erin, who both knew that this was still far from over.

"So, that happened," Maylin said, turning around to face Madoka. However, the other girl had since turned around and charged at her, tackling her to the ground. "WHY?! Damnit, tell me why! Why the hell do you care so much?!" she demanded, trying to remain furious. However, the tears coming to her eyes betrayed her actual feelings, and this only served to strengthen Maylin's resolve. "Because," she began, not moving to get up, "We were friends, Madoka. I know that I didn't make an effort after I left, and I'm so sorry for that. But, I can't just sit back and watch you destroy yourself." "That's it? That's your reason?" Madoka asked, sounding astounded. "I want to be your friend again," Maylin continued, shocking the other girl into silence, "I know you've suffered, and I truly want to help you. I do." "Why do you people…why do you have to be so damned kind…" Madoka said, finally running out of steam. To Maylin's surprise, she began to cry as she let her head fall. Moving so she was sitting up, Maylin hugged her friend as she let out the pain she had kept bottled up inside while she tried not to cry as well. It was an…interesting end to a match, to say the least.

"What did I tell you?" Simon asked as he turned to Houki. He was mildly surprised to see tears in her own eyes, but it wasn't completely unexpected. Sighing, he gave her a gentle shove, saying, "You should go down there and talk with her now." Nodding, she made her way down onto the grounds while Anna and Erin got up to leave. Holding out a hand to stop them, he said, "Those two will probably need you later, so wait outside the stadium, okay?" Houki, meanwhile, had made her way over to the two girls. Madoka had run out of tears by then, and the two of them were standing again. Seeing Houki approaching, the two girls prepared themselves for some kind of lecture, since she looked deadly serious. Walking up to her daughter, she crossed her arms and glared at her for a second. "Do you really despise me that much?" she asked, catching them both by surprise. "I-I don't…" Madoka began, looking down. "Then why didn't you come to me about this? Why did you just sit on this and suffer alone?" Houki continued, her voice softening. When Madoka didn't answer, she continued, "We're family, Madoka. You're my child, so don't you ever assume I don't care again." And with that, she stepped forward quickly and hugged her, whispering, "I'm sorry," into her ear. Too stunned to move, Madoka stood there for a second before hugging her mother back, fighting to control the tears that threatened to return. Maylin, meanwhile, watched this with a sense of satisfaction. The breaches in their respective families had been repaired, for the most part.

The next day saw an interesting change, at least from the perspective of those that hadn't witnessed the fight the other day; Maylin and Madoka hanging out and laughing together. The girl's attitude had done a complete 180, going from aggressive and confrontational to happy and outgoing. Erin and Anna were also surprised at the change, although they welcomed it as they got to know Madoka. "So, what kind of system was that you used at the end?" Erin asked. They had decided to enjoy the great weather they were having and had gone down to one of the parks. "The one with the petals?" Madoka asked, just to clarify, "It's what I use to disrupt energy weapons. In scatters the energy across every direction, rendering beam swords and energy weapons useless." "Guess it was a good thing I was using solid ammo, then," Maylin said, getting a huff from her friend. "It wasn't a fair fight. Next time, I'll mop the floor with you," Madoka promised, only to cause the others to laugh. Rather than getting mad, she smiled as she enjoyed herself for the first time in ages. In truly felt good to have friends again.

 **The breaches have been sealed, and Maylin's circle of friends begins to grow. She will need them in the future. What kind of challenges will they face next? And will the choices made in the past come back to haunt them all? Till the next chapter.**

 ***sigh* Thanks to a storm sweeping through here on October 23, my internet went down. That, on top of the fact that the tech department clearly doesn't know how to talk to people when it makes a change has resulted in a lengthy process to get it restored. In short, fuck college internet.**


	4. Chapter 4

Chapter 4; Echoes and Promises

The following Monday witnessed an… interesting development. Maylin's class had just finished for the morning, and she was heading to the hangers for the practical class when she overheard two people yelling at each other. Rounding the corner, she saw that it was Madoka and the silver haired boy. "I don't give a damn what kind of respect you get in your country!" she said, getting in his face, "Don't expect me to just roll over because you can pilot an IS." "And why not? You're clearly used to doing it in a fight, from what I've heard," he shot back, not backing down, "Two matches in two weeks, and miserable loses in both. If you had REAL skill, you would have mopped the floor with that child." "Excuse me!?" "Of course, I can't say I'm surprised," he continued, ignoring her, "You're using a Japanese IS, after all." Before it could go any further, Maylin called out, "Madoka, we're going to be late. Hurry up."

Glaring at the boy one last time, Madoka turned and joined Maylin as she continued to the hangers. The boy, meanwhile, just glared after them before turning and heading towards one of the stadiums. "What was that all about?" Maylin asked after they were a safe distance away. "Just some smart-ass that had an opinion on my fighting style," Madoka replied, huffing in annoyance. "Wait a minute, you have a fighting style?" Maylin asked, receiving a punch in the arm from her friend. She just laughed as Madoka tried to stay mad with her.

When they arrived at the classroom, it was to the sight of Simon talking with a blue haired woman over a set of blueprints. She had glasses and a pair of hair pins that looked like metal Vs in her hair, as well as striking red eyes. "Wow, your dad has good taste," Madoka said, receiving an elbow to the side. Noticing the kids filing into the room, Simon said something quickly to the woman before rolling the plans up and handing them back to her. Her reply was quick, and she bowed slightly before she left the room, smiling at the students she passed. Before class started, Maylin slid up next to her father and asked, "Dad, who was that?" "I'll tell you later, alright?" he said as he pushed her towards her seat. The next two hours were spent learning more about IS power systems. Maylin was honestly surprised that there was more than one, since she had always assumed that the cores were responsible for the power.

"Actually, the cores have almost nothing to do with the power supplies aboard an IS," Simon answered when she said as much, "Their purpose is to process all commands in the suit, as well as manage when it undergoes its shifts in response to the pilot. The only time it ever interacts with the power supply directly is when the IS undergoes a shift. And before you ask, no, I don't understand everything that goes on when that happens." This met scattered laughter as they continued the lesson. Privately, Maylin was surprised that her father didn't know, since she had always assumed that he knew everything there was to know about the IS. He worked with Tabane Shinonono, after all, so he had to know a hell of a lot more about the systems than anyone else.

When class was dismissed, Simon held Maylin back, saying he had something to discuss with her. "To answer your earlier question," he said as he went about reorganizing the work table, "That was Kanzashi Sarashiki." "Kanzashi? You mean the head researcher for the IISA?" she asked, stunned. The International Infinite Stratos Agency was an organization founded several years ago to monitor IS usage across the world. In short, their job was to make sure that they didn't fall into the hands of dangerous people, and that no one was using them for illegal experiments. It was the brain child of three of her father's closest friends; Tatenashi Sarashiki, her sister Kanzashi, and Laura Bodewig. "Why was she here? Are we in trouble for something?" she asked, concerned for her father. When he laughed, however, she relaxed. "No, no, nothing like that," he said, waving his hand, "She had an idea for a new scanner and wanted to run it by me." "She thinks that highly of you?" "Well, I did help get her IS in working order a number of years ago."

Maylin just puffed her cheeks in annoyance. Her father had been using stories like that for most of her life, and it just served to highlight her annoyance over a particular thing he hadn't done for her. "But enough about that," he said, bringing up one of the smart tables and projecting a 3-D blueprint, "This is what I wanted to show you." It took Maylin a moment to understand what she was looking at, but once it clicked in her head, she gasped. It was an IS design. It had a double-barreled rifle in its hands, and its wings looked like large shields. At a gesture from Simon, the model went into motion, two roughly rectangular slabs breaking free from each wing. As they floated around the IS, she realized they were bit weapons. She also noticed that the rifle had disappeared and that the IS was now holding a pair of sword handles. They quickly lit up with energy blades, looking like light sabers. Watching the IS design going through some basic moves, she was rendered speechless as she stood there. Simon, meanwhile, just smiled as he watched her reaction.

"Allow me to introduce your IS," he said after a minute. Maylin just looked at him, at a complete loss for words. "Of course, this isn't the final design," he continued, walking around the table, "I still have a few things to work out before construction begins. More importantly, I wanted to know if there was any kind of equipment you wanted to have on it." "I-I don't know," Maylin managed finally, "Where would I even begin?" Picking up a book from his desk, he handed it to her, saying, "This is a list of some basic IS systems. Look through it and see what catches your eye. It doesn't even have to be something in this book. Just give me a good explanation and I'll make it happen." Looking at the book in her hands, Maylin tried to keep her emotions in check. She had been convinced that her father would continue avoiding giving her a personal IS, but now he was prepared to put one together from scratch, _and_ he wanted her input on it.

"I-I don't know what to say," she said finally, looking up at her father. "How about 'thank you?'" he said, smiling when she stuck her tongue out at him. Turning to leave, she replied, "Only if it's an amazing suit." Simon just laughed to himself as she left, realizing again that she had definitely inherited his attitude. _Not necessarily a bad thing_ he thought as he turned back to the design. He felt bad admitting it, but this design borrowed heavily off the design of a certain 4th generation IS he had known. Privately, he had hoped that Maylin's skills would develop along a different line than the other girl, but recent events had proven that wrong. So, he had gone about trying to build a 3rd gen version of the Blue Angel, hoping that it would be just as effective as its 4th gen predecessor.

Once outside the hangers, Maylin told her friends about her father's surprise, and was almost knocked down when Anna hugged her. "That's great, May!" she exclaimed, ecstatic for her friend. Madoka watched them and laughed softly, while Erin flipped through the book Maylin had been given. "Any idea what kind of support systems you want on it?" he asked when his sister finally released her. "Uh, not yet," she replied, smiling sheepishly, "I think I'll need to read through that book first." "Good luck with that," he replied, handing it back, "Half of those systems are so far above my head I'd need a telescope." "But I thought you were a genius IS engineer?" Madoka said, smiling as he glared at her. "Genius in training," he corrected, walking back to the dorms. This didn't spare him from more teasing from Madoka, who thought it was kind of cute how much pride he took in his trade.

Before they could make it back into the building, however, they ran into a familiar face. The silver-haired boy passed them as they entered and mumbled something under his breath. While everyone else ignored it, Madoka rounded on him and asked, "What was that?" Turning around and looking bored, he replied, "Nothing the likes of you need to know about." Maylin hadn't noticed it before, but the boy had striking purple eyes, something she had never seen before. _I wonder what that's from_ she thought as Madoka got up in his face again. Before anyone could stop her, she continued, "You know, I've had just about all I can stand of your attitude. What say we settle this?" "Duels are for warriors," he replied, turning away, "And you're not one. I won't waste my time." "Excuse me?!" It took Maylin and Anna grabbing her arms to keep Madoka from strangling the boy as he left. She was still fuming when she returned to her room with Maylin.

"Who the hell does he think he is?!" she demanded after they had closed the door, "Talking to me like that. I ought to kick his ass from here to the mainland!" "Well, you may just get the chance," Maylin told her, getting her attention, "I heard that my father and your mother sponsor a two-person team tournament between the dorms twice a year. The first one is coming up in a month. We could enter it as a team." Madoka just stood there, thinking about that one for a while as Maylin started flipping through her book. "You think your IS could be ready by then?" she asked finally. Shrugging, Maylin replied, "We can hope. If it comes down to it, you could pair with one of the Steffens. Maybe you could get some alone time with Erin." "Me, alone with him? Ha!" she replied, flopping down on her bed, "I'd eat him alive."

The second the words were out of her mouth, she blushed rather badly and glanced at Maylin to see if she noticed. Unfortunately for her, she had and was now giving her a fiendish look. "Oh, would you now?" Maylin asked, her tone playful, "I'm sure he would _love_ to know that." "You wouldn't!" Madoka said, bolting upright. Maylin just laughed as she replied, "I don't know…" "Maylin, I'm warning you…" Madoka said getting up. Before she could move, Maylin was up and out of her reach. "I never knew you were so bold, Madoka," she teased, dancing out of her grasp as Madoka lunged at her. "Come here, you little…" Madoka said, trying to stay mad, and not succeeding.

* * *

The next day, Maylin was excused from her classes and standing in one of the maintenance bays with an assortment of IS parts lying before her. There was also a fully equipped tool station to one side and a diagnostic terminal to the other. Looking back at her father in utter confusion, she asked, "What is all this?" "Well, I thought this would be a good practical lesson for you," he replied, walking over and grabbing a pair of tools. "We're going to actually _build_ it?" she asked, shocked. When he nodded, she continued, "You know I'm not the best when it comes to the technical side, right?" "Oh, I know. I'm your teacher, remember?" he replied, laughing softly, "So, I thought what better way to teach you then to have you build your IS."

Sighing, Maylin brought up the design they had agreed upon. She had made several modifications to the design based off what she had read and was surprised that her father had gone along with them all. As they began to assemble the suit, starting with the torso, Maylin payed close attention to where everything went as it slowly came together. She also noticed that the IS core Madoka had been charged with dismantling, and had failed to do so, was being installed into this machine. By lunch, the main body was maybe a third of the way complete. This left Maylin feeling an odd form of satisfaction. She hadn't really done a whole lot of the physical work, instead walking her father through where each part went. However, watching one of them being put together gave her a new understanding of what it took to build one of these machines. She had a new respect for Erin after that, since he was determined to make this his field of expertise.

"I'm not sure we'll have this done by the tournament," Simon said as they ate. Rather than head to the cafeteria, he had brought them lunch for the day. "I know," Maylin replied, her brow furrowing, "We don't seem to be making much progress." "Maybe we could get that boyfriend of yours to help?" he offered just before ducking under the nut Maylin tossed at him. "Erin's just a friend, Dad," she replied, huffing, "Besides; I think Madoka might have a thing for him, anyway." "Speaking of which, how's she getting along with Ludzik?" "Who?" "Ludzik Vasilyevich," he clarified, "He's one of our students from Russia; male pilot, silver hair, purple eyes." "Oh, yeah. Him," Maylin replied, taking a bite from her sandwich, "I think those two might kill each other before too long. He seems a little stuck-up." Simon just nodded in agreement, since that was the impression he got from the kid, too. He was definitely intelligent and had no problems on the assignments. But, he was very proud and didn't mingle well with most of the students. _Oh well, it'll come back to bite him eventually_ Simon thought with a smile, remembering what had happened to Laura when they were at school here.

"Well, this might make you feel better," he said, standing up, "Did you hear what the winners receive as a reward?" When Maylin shook her head, he grinned and continued, "The winning team gets to make one request of the dorm heads." "Wait, really?" she asked, stunned. She could already think of a laundry list of ways students would abuse that privilege. There's no way her father would allow something like that to be a reward, and definitely no way Aunt Orimura would go along with it. "Yep," he said, his grin growing wider, "But there's a catch." "There always is," Maylin groaned. The look her father had on reminded her a little too much of the look described on his friend Rin's face when she used to tease him and her mother. "Whichever team makes it to the end has to fight the dorm heads for the reward," he said, "So, we better make sure this IS is ready to go." Turning back to the machine, he could only imagine the look his daughter was giving him right now. She had just walked straight into a trap, and she knew it. With a huff, Maylin got up and kneeled down next to her father, helping assemble one of the control circuits. "Of course it's going to be ready by then," she said, smiling, "And then I'm going to kick your butt."

* * *

 _I am well and truly screwed_ Devin Carmine thought as he scrambled to collect his things. He was the president of the third largest tech company in the world, a title he held proudly considering that his company had never involved itself with projects involving the Infinite Stratos. The fact that such a thing had been introduced at all was still a sore point with him. Not only was it the brainchild of some know-it-all woman playing at being an inventor, its operation was restricted to the weakest members of the human race; women. That girl had handed over enormous power to a group of people that barely understood it, and hardly deserved it. Never mind that men were slowly gaining the ability to use them, it would always remain a field dominated by women. It had taken Devin nearly 20 years to build up his company, but when the IS came about and he flatly refused to have anything to do with it, he found that he was losing contracts left and right.

His own R&D just couldn't compete with the pace of discovery of other companies actively working on the IS. This only served to prove his belief that this was all just a clever tactic to root out the _true_ men in the world, to try and put them all down once and for all. As he watched his company, his entire life, sliding towards bankruptcy, a savior appeared before him. She claimed to be a representative from a party interested in seeing him succeed, and had offered some interesting data to legitimize her claim. Devin had been skeptical at first, sure that this was just someone trying to take him for all that he was worth, whatever that was at that point. However, when his lead research team came back with the initial results of the data, he was dumbstruck. What he had been given would allow him to produce composites superior to what the military had available, and was head and shoulders above what the IS used at the time, at a fraction of the cost for either. He had called the representative back that night and told her, "You have a deal. Name your price."

All she had said was that they wished to control a generous stake in his company, and that they would continue to pass along useful data as it became available. Within a month, his company had not only stopped its fall, it had rocketed back towards the lead. It had grown so fast and been the source of so many breakthroughs that initially people were suspicious. Several investigations, both private and federal, were launched, but failed to turn up any results. As far as anyone knew, Devin Carmine had just hit a rough patch, but had come out of it swinging. Two years later, his company's growth had plateaued at its current level. Both he and his sponsor had agreed that it was a good place to stay, and that it allowed them both to avoid undue attention. Then, about a year ago his sponsor had begun asking for favors and offering him contracts. He had been more than happy to oblige, these people had pulled him back from the brink, after all.

A month after he began to do this, his head researcher, Merrick Orinaga, came to him with some…concerns. He had been looking into the origin of the research they were doing, on his own time, and had uncovered enough to make him uneasy about their new bedfellows. Now, Merrick was a close friend of Devin's as well as one of his chief advisers. When he said that a particular area was too dangerous to go into, or that they needed to back a certain development, Devin had always listened to him and followed his advice. However, when he came into his office and laid out his suspicions, he was skeptical. "Surly this must be a mistake," he had said, looking at what Merrick had uncovered, "Besides, half of this is just hear-say and rumor. Nothing solid enough to justify cutting ties with them." "I know that, Devin," Merrick had responded, sighing, "I just wanted you to see what I've found, and to tell you to tread lightly. I don't think these are people we can trust." "Alright, I can see where you're coming from," Devin said, "If you can find me definitive proof, I'll consider cutting ties." They had shook hands on that, although privately Devin wondered if he would even want to. This mysterious sponsor was a constant supply of ideas and innovation and was single handedly keeping his company afloat.

Then, two months later, Merrick vanished. There was no sign of foul play, either at his office or his home. His cars were still were he had left them, and when the police had searched his home they had found everything was still in order. By all accounts, it looked like the man had just up and disappeared. That, more than anything, rattled Devin. He knew Merrick, and he knew that his friend wouldn't just vanish like that. Not only wouldn't, but _couldn't_. He wasn't a sneaky man; he was outspoken, loud and honest. It was why Devin had made him head of R &D. Merrick wasn't afraid to call him on bad ideas, and it had kept them successful. About a week later, a letter arrived for him. It was signed "From a Friend," and contained a simple memory stick. When Devin plugged it into his personal computer, he had discovered that it was a collection of Merrick's findings on their business partner. What was in the files was astounding, to say the least. But, not wanting to jump to conclusions, Devin had gone about verifying the information himself. He had taken great pains to cover his tracks as best as he could, but the more he learned the more anxious he became.

It turned out that he hadn't just made a deal with a devil, but it was a devil worse than what he could have imagined. And now they were coming for him, he was sure. The main building's network had recorded a breach earlier that day. It was a small one, barely lasting a second, but it happened just as Devin had brought up those files on his work computer. It couldn't have been a coincidence. Now, as night approached, Devin was making frantic preparations to try and leave the country. If he could get someplace safe long enough, then maybe he could turn over what he had to the proper authorities. The potential backlash from having worked with these people be damned, he had to warn someone about this. As he finally switched his computer off, he got up and gathered his coat and briefcase before turning to the door. "Going somewhere, Mister Carmine?" he heard from the shadows to his left. Stopping cold, he turned just as a figure stepped forward. For a brief moment he thought that an angel had appeared in his room, but then he saw the sheen of metal and realized it was an IS. _How did it get here, past all the security_ he wondered as he took a step back. "Wh-who are you?" he asked, trying to sound confidant, "What do you want?"

Taking another step forward to reveal more of itself, the IS responded, "I am your sponsor. Well, one of them, at least." Now that he got a better look at it, he saw that it had several unique characteristics. First, its wings were shaped like a bird's, although the feathers were more just solid slabs of metal with flat endings. They looked like the kind of wings a child would make. He also noticed that nothing of the pilot was showing; the entire thing was one suit of armor rather than the exoskeleton design of the normal varieties. "You're the ones sending me that research data?" he asked, trying to keep the fear out of his voice. Despite what he thought of the technology, he knew that they were killing machines and that the one before him could render him a mess on the wall with a flick of its wrist. "Yes, we are. You've been very helpful to our cause, Mr. Carmine," it said, "The cost of research on our own had proved too much, and the resources you sent our way were most welcome." "So, what do you want now?" "Oh, it's actually quite simple; we want the same thing we wanted from that friend of yours."

At this, another figure stepped forward, seemingly materializing from behind the first IS. It was also an IS, although a radically different one. Its wings looked like a skeleton's, and the entire design of the body gave him the impression of a feral wolf. The claws on its hands, and the blades it had sheathed at its hips, didn't help the image. "What did you do with Merrick?" Devin demanded, finally finding his courage. "Oh, you'll know soon enough," the first IS responded, flicking its wrist. Before he could even blink, the second IS was next to him, one hand on his wrist and the other digging its claw into his shoulder. It went clean through the fabric of his suit, the skin and muscle before finally scraping the bone in his shoulder. He cried out in pain as he dropped to his knees, but the IS just knelt with him, keeping its hands firmly in place. Then the other machine advanced, holding a syringe with something clear in it. In too much agony to speak, Devin just watched as the machine leaned down and stuck it into his neck before injecting whatever it was into him.

When it had withdrawn the now empty needle, the other IS let him go and he collapsed to the ground, clutching his wound. Then, he began to feel drowsy, his mind fogging over as he looked up at the two machines. "Wh-who are you p-people," he slurred, his vision already blurring. "We are the future," the angel IS responded as he slipped into unconsciousness.

 **Life continues on at the Academy as Maylin and her friends start to meet representatives from other countries. Sparks will fly in this upcoming tournament as teams battle for a free-pass with Simon and Houki. But who are the IS that attacked Devin Carmine? And what kind of change are they about to usher in? Till the next chapter.**

 **Well, I guess this is one possible perk of no internet; plenty of time to write. I'm also taking this forced down time to review my previous story and correct some minor grammar errors. I realize that's not much of a cliff hanger with this one, since most of you probably think you know what's coming. Allow me to assure you, you really don't. :)**


	5. Chapter 5

Chapter 5; A Hunter is Born

Sliding out from under the machine, Maylin set her tools aside and sat up before rubbing a sore spot in her neck. This was her fourth late night working on her IS, and she was quickly discovering why Simon and Erin enjoyed their trade so much; there was a certain satisfaction from building something by hand. Wiping her hands on the rag she kept close to try and get at least some of the grease off, she stood up and admired her work. The tournament was ten days away, and in that time she and her father had managed to assemble most of the IS. While it still didn't have an official name, it was still an impressive machine to behold. Seeing the design in the blueprints and models was one thing, but seeing it physically was something else entirely. They had finished the torso five days ago and were now just about done with the limbs. While Maylin toiled away on the main body, Simon had elected to work on the wings, saying that they required a 'special touch.'

 _But then there are the trials, flight tests, and fine tuning_ she remembered, feeling her spirits plummet. There was no way they could do all of that in ten days and be ready to fight. Sighing, she reached for the energy drink she had brought with her. When she turned around, however, she was surprised to see Madoka, Annabelle and Erin watching her from the doorway, looking amused. "Uh, how long have you been standing there?" she asked, suddenly very conscious of her appearance. Her clothes were covered in various machine fluids, and she had no doubt that her hair was a mess, despite the fact that she had it pinned up. "Long enough to know that you have some idea of what you're doing," Erin said as he examined the IS, completely ignoring Maylin's appearance, something for which she was grateful. "So, how much more do you need to do to finish this baby?" Anna asked, looking at the designs on the computer. "Too much," Maylin replied, huffing, "It'll take at least a week just to finish putting it together. Never mind the tests and fine-tuning."

"Well then, we better fix that," Madoka said, picking up a wrench and walking over to one of the legs. Before she could begin working on it, Erin grabbed her shoulder and stopped her. "Not only is that the wrong size, that's the wrong tool entirely," he said, holding his hand out, "Why don't you leave this to the professionals so Maylin actually has a machine to use?" Sticking her tongue out at him, she handed the wrench over and went to join Anna in examining the plans. "Wait, you're actually going to help me build this thing?" Maylin asked, astounded, "You realize it's almost midnight, right?" "Who needs sleep when we have caffeine?" Madoka said, winking at her friend. Maylin didn't know what to say as she looked at her friends. Taking a deep breath to steady herself, she returned to where she had left off while Erin worked on the connections on the upper part of the machine. All the while, Madoka and Anna walked them through the design, passing along parts and tools as needed.

When Simon came into the bay that morning to check on Maylin, he was mildly surprised at what he found. He knew that she had been coming in late to work on the IS, impatient to get it done. While she was asleep on the roll cart under the IS, Annabelle and Madoka had fallen asleep propped up on the work station, while Erin had propped himself against one of the machine's feet before nodding off. It was good to know that his daughter had found such good people, and for a moment he just stood there. Then, with a sigh that was also part laugh, he walked into the bay and clapped his hands. Madoka and Erin were up in a flash, looking around in confusion for a second before remembering where they were. Maylin and Annabelle took a bit longer, yawning and stretching before they realized Simon was there. "D-Dad!" Maylin said, jumping up suddenly. "It's all right, princess," he said, laughing, "I just wanted to see how it's coming along." "It should be ready for trials in another day or two," Erin said, getting up and yawning, "What time is it, anyway?" Making a show of looking at his watch, Simon said, "About ten in the morning."

"WHAT?!" they all said, bolting upright and wide awake now. Classes had started about two hours ago, and they were nowhere near ready for it. Laughing again, he raised his hand in a "calm down" gesture, saying, "Relax, I'll talk with your teachers. Let's just call this an official assignment, shall we?" They all nodded in unison, glad to not have to rush through their day. When he turned to leave, he noticed that they were all still standing there, looking at each other and laughing slightly at how messy they were. "Hey, I said it was an official assignment, didn't I?" he said, "That means I need to attach a grade to this. Get to it, or I'll make sure it sucks." With that, he left with a smile as a few of them glared at his back. "Your dad is a cool person," Erin said after he had left, "Kind of a pain, but cool." "You have _no_ idea," Maylin said, smiling as she turned back to the machine.

* * *

When he got to his room to prepare it for his classes for the day, Simon was surprised to find Houki waiting for him. "So, how are they doing?" she asked, looking up from the parts she had been examining. "Well, Maylin just got her friends to pitch in on the project with her," Simon said as he began organizing the room, "So that should cut down on the time it takes. By how much, I can't guess at right now." "Are you sure this is a good idea?" Stopping what he was doing, Simon pondered that question. He knew exactly what his friend was getting at, and it was something that had been plaguing his own mind for a while now.

"Honestly, this is the best of limited options," he said finally, turning to face her, "If I continued to resist, it would only push her away. And with the skill she's shown so far, getting a sponsorship from an IS company wouldn't have been too hard. At least this way I can monitor the situation." "Is that the same speech you gave Cecilia?" she asked, smiling. She knew full well what her friend thought about this, especially since she had received several phone calls from her in the past week. While she only claimed to be checking up on her, Houki knew a worried parent when she heard one. "Yeah, let's just say I'm in the proverbial dog house right now," Simon said, sighing. "You know she's coming to watch the tournament, right?" Houki asked, laughing when Simon whirled around "She's what?" he asked, surprised.

"She's coming to watch the tournament," Houki repeated as she left the room, "So is Ichika. I guess they both want to see if our kids are good or not." "Well, I know mine is," Simon replied, smiling as his friend laughed. When she was gone, he continued putting out the stuff he would need for the day. Privately, he was a little worried, however. Cecilia had been flat-out opposed to Maylin going to the Academy to begin with. He could only hope that she wouldn't try and find some excuse to withdraw her from classes during the tournament. _Not to mention the fact that she doesn't know about the final requirements to win_ he thought, gulping. Yep, this was going to be an interesting visit.

* * *

After five days of hard work, Maylin's IS was finally complete, mostly. It still needed a paint job, as well as its wings. Simon had yet to finish his fine-tuning of that part yet. And so, Maylin settled for most of an IS as she beamed in triumph. It had taken more work than she had ever put into anything before, as well as a few all-nighters and the help of her friends, but they had finally completed it. "Well, I guess it's time for us to start sizing it," Erin said, walking over to the terminal, "Maylin, if you would be so kind?" "Wait, what?" she asked, trying not to blush, "You want me to get in that thing, now?" "Why not?" he replied, confused, "We can adjust the wings when they're finished." While Erin didn't quite understand where Maylin's hesitation came from, Madoka and Annabelle did. "Come on, princess. I'll help you get changed," Madoka said, laughing softly. As they left, Anna walked up and lightly smacked the back of her brother's head. "What, what did I say?" he asked, still confused.

In the locker room, Maylin took the time to wash some of the grime off while Madoka leaned against the stall. "You've never been around boys in the IS suit, have you?" she asked, knowing full well she had Maylin trapped. She heard the sudden shift in her feet, and knew that the question hadn't just caused her to flinch but blush rather badly. "N-no," she replied. "Just think of it as a swim suit, May," Madoka told her, walking away. _That's easy for her to say_ Maylin thought as she leaned against the shower wall. Unlike Madoka, Maylin hadn't really gotten close to a boy, or spent a lot of time at public beaches. Sighing, she turned the water off and grabbed her towel off the rack. Like it or not, she was going to have to get used to being around boys in that uniform. After she had changed, she came around the corner to see Madoka looking at her.

"What?" Maylin asked, trying not to be too embarrassed. "Nothing," Madoka said as she got up and lead the way back to the hanger, "I just thought you should know that you look good." This just caused Maylin to blush as they walked. Said blush got even worse as they entered the bay, and she tried to pull the lower part down a bit more so she didn't have so much of her legs revealed. Thankfully, Erin Steffens wasn't like most men and chose to concentrate on the IS rather than the attractive girl in what was basically a leotard. Since the IS didn't have a stand-by set for it, Madoka had to help Maylin manually board it before helping Erin as he went around and adjusted the limbs to better fit Maylin's size. However, it wasn't too long before he finally realized who he was working around, and on. While fiddling with the upper part of one of the legs, he made the mistake of looking up and making eye contact with her. Maylin had been holding still the entire time, but she was watching him with a rather bad blush on her face. Quickly looking away, he took a step back and handed his tools over to Madoka.

"H-here, I think you can take over from here," he said, walking away. With a shrug, she finished where he had left off, while Erin took a moment to stare at a wall to try and clear his head. Anna just smiled at her brother's actions while she helped Madoka with the modifications. When they had finally worked their way to the upper armor, it got…interesting. "Wow, Maylin, I never realized how much you've grown," Madoka said as she tweaked part of the chest armor. "Oh, shut up," Maylin replied, trying not to blush. She was Cecilia's daughter, after all. This just caused Madoka to 'accidentally' slip up and tighten it down a little too much, causing Maylin to groan slightly. "Too much?" she asked, smiling sweetly. Glaring at her friend, Maylin just nodded. When they had finally finished, Erin had composed himself enough to be able to look at her again.

Finally able to move, Maylin worked the controls and moved the arms around a bit while flexing the hands. _It's not much different than an Uchigane_ she thought, mildly surprised. While Erin and Anna ran some basic diagnostics, Maylin took the time to walk around the bay. It wasn't the easiest thing to do since 3rd gen IS weren't really designed for walking, and it was still an unfamiliar machine. The legs were a bit heavier than she was used to, as were the arms. _But that's to be expected, since they're more heavily reinforced_. In fact, all of the armor was much tougher than anything the Uchigane used. While this made it heavier, it also afforded her better protection from attacks able to hit people through shields. "Well, you won't be running any marathons," Anna said as the diagnostics finished, "But as far as brand new IS go, it passes." "Of course it does," Erin said, crossing his arms, "I helped build it." Madoka just snorted as she walked up to Maylin.

"So, how does it feel?" she asked. Taking the time to examine the IS again, Maylin responded, "A little weird. But then again, I've only ever used an Uchigane before." "Maybe this will help, then," Simon said from behind the Steffens, startling them all. He had been developing Chifuyu's technique of coming up on people without them noticing, and he always enjoyed how it felt. "Don't do that," Anna said, putting a hand on her chest, "I almost had a heart attack." Smiling, Simon gestured for Maylin to return to the dock while he brought up a series of commands on the screen. "I just thought you'd like to have a complete IS," he said as she returned to the dock. "Wait, you finished the wings already?" Erin asked, surprised. Without saying a word, Simon executed a command on the screen and watched. Several of the robotic arms around the dock moved and clamped onto the IS, holding it stable while another set of arms lowered from the ceiling. Two of them held the wings themselves while a third held the back plate. As the plate was held against the middle of her back, Maylin looked at the wings her father had designed and was impressed.

The bits that were docked in the wings easily doubled their width, but she saw that he had designed them to her specifications. The tops had their edges cut off at an angle, while the barrel end was much narrower than the original design, giving the entire thing a more streamlined feel. As something was lowered in front of her, Maylin was shocked out of her slight day-dream to see that a fourth arm had lowered her rifle down to chest level. It was rather large for her, and had a second handle jutting out the left side of it at the base of the barrels. It also had a scope equipped to it, and as Maylin took it and her IS linked to its computer she saw it had multiple fire setting. She could set it to rapid fire, where the barrels alternated, or she could set it to volley where they both fired simultaneously. Either way, her rifle gave her rather impressive abilities.

Feeling several tugs at her back, Maylin realized that her father was attaching the back plate. "So, are the bits…?" she asked, trying to keep the tremble out of her voice. Smiling, Simon stayed silent while he finished his work as the arms holding the wings released them. With the back plate installed, they now had power to them and quickly took up their positions behind her. Walking back around to the front, he activated his manual override and opened the IS so she could get back out while he tried not to laugh at the look he was getting from the kids. _Yeah, I definitely owe Tabane for this override_ he thought as he helped Maylin down. "Now, we just need to set the stand-by form," Simon said, holding a box out for Maylin. Taking the box from him, she hesitated a moment, overwhelmed with the whole situation. She finally had a personal IS, and it was one she had built (mostly) with her own hands. Not only that, but all of her friends had pitched in to help her realize a long-standing dream. As she opened the box, she heard Madoka and Anna gasp behind her. The stand-by Simon had selected was a necklace with the classic circle and cross-hairs as the pendant. The silver was accented perfectly with fine gold trim around the edges, and the center was an emerald while each point on the outer ring had a sapphire embedded in it. Altogether, it wasn't just her stand-by; it was a work of art.

Looking up at her father, Maylin felt tears coming to her eyes as he smiled at her. "Congratulations, Maylin," he said, putting a hand on her shoulder, "You deserve this." Just barely holding back the tears, she stepped forward and hugged him, at a complete loss for words. He hugged her back, immensely proud of the work she had done. "Now then, it's time to test this bad boy out," he said, stepping back. Scrubbing the remaining tears from her eyes, Maylin nodded. With her friends in tow, she made her way out to the testing grounds while Simon ran a few last minute checks on the IS. He was impressed with how well they had worked together on what was normally a very difficult task. _We have some real prodigies this year_ he thought as he followed.

Out on the testing grounds, Maylin took the necklace from the box and put it on while trying not to blush at how everyone was watching her. After it was in place, she hesitated as she realized an important fact. "Wait, how do I summon it?" she asked, embarrassed. "Right, you've never done this bit before," Madoka said, smacking herself for forgetting something so important. Sighing, Annabelle walked forward while adjusting her bracelet. "All right, pay attention, May," she said, "Normally you don't need to do this once you're used to the process. But to start off, you need to know its name, like this. Ying!" In a flash, her IS appeared around her, raising her off the ground a ways and blowing some dust around.

While this was impressive to watch, it didn't help Maylin with her dilemma. "But my IS doesn't have a name yet," she said, starting to sound depressed. "Then you'll just have to name it," Simon said as he walked up behind Madoka, "Just focus and use the name you think fits the best." Maylin held the medallion out and looked at it while she tried to think of a name. She considered what her IS was capable of, as well as the names she rather enjoyed. After a few minutes, she decided on a name and focused. Holding her hand out before her, she called, "Grand Huntsman!" Her IS appeared around her in a flash of light, lifting her from the ground and startling her as the different parts formed around her. When it had completed, she noticed that it actually had color now instead of the regular grey of metal. Its main color was a dark green with black accents across the machine. She also noticed that the parts of the machine that were in physical contact with her body were much more form-fitted to her now, feeling more natural than they had before.

Taking a few hesitant steps, she noticed that the usual discomfort was much less than when she used an Uchigane. Smiling in absolute delight, she triggered the flight systems and hovered above the ground while the others watched her. Except for Annabelle, who took flight while saying, "Let's see what you've got. Catch me if you can!" With that, Anna took off across the sky. Maylin hesitated for a moment before rocketing after her friend, determined not to lose. Watching from the ground, Erin and Madoka were impressed as Maylin caught up and kept pace with Anna as she weaved an intricate path across the sky. Simon had on the biggest grin, immensely proud of his little girl. "Yeah, I think you're going to kick serious ass in this tournament," he said after they had returned to the ground. Maylin just beamed at him, still a little giddy over her first flight in her own IS.

* * *

As Maylin and Madoka were returning to the dorms for the day, they ran into a familiar face. Two, actually; the silver-haired Russian boy, Ludzik, and the girl that Madoka had fought before classes had started. They broke off from their conversation as the girls approached, and both of them glared at Madoka. "What?" she asked, not bothering to stop. "I just hope you and your friend are ready to lose," the girl said, tossing her hair and turning away. "Ha! Like I'd lose to you again," Madoka countered, "And besides, May has her own IS now, so you will be screwed, anyways." "So, you two are participating in the tournament, too?" Maylin asked, trying to be diplomatic. "Of course we are," Ludzik answered, "But it's just a waste of time. We all know that we're going to win." "Yeah, because hot air goes far in a fight," Madoka shot back, crossing her arms. Smiling, he just shook his head while the girl next to him laughed. "You really don't get it, do you?" she asked, her voice taking on what Maylin recognized as a 'posh' tone, "Between my Adolfina and his Stalmech, none of you stand a chance at winning. You might as well withdraw now and save yourselves the embarrassment."

"Because missile spam ensures victory," Madoka said, walking up to her, "The only reason you won that was because my head wasn't in the right place, and I held back. Next time, you kiss dirt." "You can try, little girl," she replied, laughing again, "But, I have more important things to spend my time on than discuss your upcoming defeat. Tata, Ludzik." With that, she turned and entered the dorms. "What on earth made you pair with _her_?" Maylin asked, turning to Ludzik. "I value strength," he replied, "She's one of the most talented first-years here, present company included. Although, to be fair, my Stalmech is all the power we'll need." Before either of them could dispute that claim, he walked off towards the boy's dorms. Glancing at her friend, Maylin imagined she could see the air on top of Madoka's head rippling with heat. She was clearly _not_ pleased with being brushed off by two people at once. Taking a firm grip on her elbow to shake her from what were probably dark and bloody thoughts, Maylin told her, "Don't worry, we'll teach them a lesson soon." Smiling at her friend, Madoka nodded in agreement as they went towards their room.

Meanwhile, Simon returned to his room after classes had ended completely beat. Unbuttoning his uniform, he grabbed a cold beer from his fridge before dropping onto the couch. Every year, he had at least half of his female students pining over him, and it was exhausting, to say the least. It also made him very, _very_ happy that he wasn't one of the pilot instructors. That job, for the time being, can remain with the women. Cracking the seal, he mildly wondered if it was too early for one, then decided that it was just one of those days. Spending time with Chifuyu definitely had a chance of developing a person's taste in alcohol. Regardless, it tasted great to him, and he wasn't about to complain now. "If I had known she would have _that_ kind of influence on you, I'd have checked in more often," he heard from behind him. The voice nearly caused him to choke as he turned around, trying not to look too guilty.

"I just hope this isn't becoming a habit with you, Simon," Cecilia said, looking a little cross. He had known she was coming to visit, but no one had said it was today. Setting the beer down on the table, he replied, "I just needed something cold to drink, and this is all that was in there, okay?" "Because water is such a poor drink," she said, getting up and walking around to the front of the couch. Simon, meanwhile, stayed where he was, having learned a long time ago that when Cecilia was in a 'mood,' it was best to give her as little ammo as possible. "So, talked with anyone else since you arrived?" he asked, "Or am I your lucky first?" Despite how long they've been together, his phrasing still managed to make her blush from time to time, and this was one of them as her cheeks lit up. "Don't be vulgar," she replied, crossing her arms, "We both know why I'm here."

"And it only took you a few weeks to work up the courage to face us both," he said, deciding to drop the niceties. This was going to be a fight, and he damn well knew it. "Send her home, Simon," she said, her tone firm. Sighing, he stood up and faced her while massaging his neck. "Well, I would if there weren't two things stopping me," he replied, "First, her IS is still brand new, and it needs a professional's touch until I'm sure it's stable." "Wait, she has an IS now?" Cecilia asked, her voice rising, "And just when did you plan on telling me this?" "Honestly? When you weren't in this kind of mood," he replied, his look turning a little harder. He really didn't have the patience to keep dancing around this point with her, damnit. "And what's the second reason?" she demanded. "The second reason is that she _wants_ to be here," he replied, "Maybe if you weren't so busy smothering her, you'd realize that." "I beg your pardon?!" "Honestly, Cecilia, have you taken a good look at our daughter?" Simon asked, finally at the end of his rope, "She's _happy_ here. She's making _friends_ here. Hell, she just finished taking the IS that she built herself for a test flight. I've seen her grow more in the past few weeks then during my trips home for the past few _years_."

"So, this is automatically _my fault_?" she shot back, getting up in his face, "Because I care too much to risk my only child, I'm the villain? Is that it?" Knowing full well where this was going, Simon felt his anger evaporate. Sighing, he hung his head and replied, "I don't want to lose her, either. That's why I'm allowing this. At least now, I can keep an eye on her." "Yes, but-" "What do you think she'd do if I sent her home, Cecilia?" he asked, "She'd resent us until she moved out, and she would leave. Is that what you want?" "I…. I just…" she began before just sinking down onto the couch, her anger finally run out. Tears quickly followed as she tried hard not to cry. Sighing, Simon sat down next to her, putting a comforting arm around her shoulders. "I just want her to be safe, Simon," she said, laying her head on his shoulder, "Is that's so much to ask for?" "I know," he said, kissing her head, "And she will be. I swear it." While she knew that her husband could be a stubborn bastard, she also knew that he would rather die than break a promise. Nodding, she hugged him while they sat there, enjoying each others presence.

 **With a new IS in hand, Maylin prepares for the upcoming tournament. Sparks are sure to fly as tempers between certain pilots rise. Who will be victorious? Will Cecilia be able to come to terms with the choices Maylin has made? Till the next chapter.**

 **In case you were wondering, no, I'm not about to outline all of the Grand Huntsman's capabilities right off the bat. That gets to be a surprise. Also, no, I'm not about to try and carry on some kind of family split with them, cause that just seems like too much bother. However, if any of you have taken anything from my previous story, you know that this won't stay light and fluffy for too long.**


	6. Chapter 6

Chapter 6; Opening Round

The day before the tournament, Maylin awoke to a pair of purple eyes inches away from her face. "Oh, you're awake. Great!" the girl leaning over her said. Maylin's scream was heard two floors above and below her. It also served to wake Madoka from a rather pleasant dream. "Wh-what's happening?!" she cried, half falling from her bed. Maylin, meanwhile, had sat up and was leaning against the wall, trying to figure out who this woman in her room was. The mystery woman, meanwhile, was looking at her in amusement. "Wha...how? What are you doing in here?" she finally managed after her heart stopped beating a million miles a second. "Well, I heard you built your own IS, so I decided we should meet," the woman said, her tone making it sound like this was just perfectly normal behavior. "That still doesn't tell us who you are," Madoka said, finally recovering from her tumble. "Well, I'm just shocked," she said, "I mean, I hadn't really seen Maylin since she was born, but I know you, Madoka," she said, putting her hands on her hips and looking sad.

After a moment of thinking, Madoka asked, "Tabane?" When she did, the woman broke into the widest smile just before smothering the girl in a hug. "Ooh! It's so good to see you again, Mado-chan!" Tabane said, squeezing her tighter. While Madoka struggled to breathe, Maylin tried to come to terms with what she had just heard. _The super-genius behind the IS, the inventor my Dad speaks so highly about, is_ her _?_ It was too much, and Maylin just pinched her arm really hard, convinced that this was a dream. Unfortunately, it wasn't, and before she could try anything else, it was her turn to be smothered by the energetic, pink-haired woman. After she was sure a few ribs had cracked, Maylin took a big gulp of air as Tabane finally released her. "So, what kind of IS is it?" she asked, sitting on the bed and making it clear she wasn't going anywhere. Sighing, Maylin began trying to explain the design behind her new machine. However, when Tabane started asking technical questions, she quickly found herself out of her depth.

"Oh, it's alright, May-chan," she said, patting her back, "I'll learn the answers tomorrow. Bye." With that, she just up and left the room as if it was just a normal conversation. Meanwhile, Maylin and Madoka looked at each other, at a loss for how to describe what had just happened. Thankfully, it was a Sunday, so they didn't have to worry about classes. "That's your Aunt?" Maylin asked, shocked. "Yeah. Forgot she's permanently on speed," Madoka said, lying back down to try and sleep. Rather than do the same, Maylin got up and changed into some casual clothes before heading outside. It was still early in the morning, and most people were still asleep. Regardless, Maylin made her way to one of the parks, enjoying the fresh air. _I'll never get tired of this_ she thought, smiling.

When she arrived, she noticed two things right away. First; one of the male students was out in a clearing and was practicing with a fake sword. His upper body was bare and she could see a cord trailing up into his ears, so he was probably listening to some kind of music while he practiced his form. The second thing she noticed was that there was a familiar girl partially hiding behind a tree and watching him. Smiling, Maylin came up behind Annabelle as quietly as she could before tapping the other girl on the shoulder and nearly scaring her half to death. "Maylin, don't do that!" she said, trying to slow her heart. "So, enjoying the show?" Maylin asked, glancing over Anna's shoulder. "Well, yeah, kinda," Anna said, blushing, "But wouldn't you? I mean, that's Joshka him-freaking-self." When it was clear that Maylin didn't have a clue what her friend meant, Anna sighed before continuing, "Joshka Lancelot, the German protégée of _the_ Charlotte Dunios? Poster boy for virtually every weapon the Dunios Corporation has ever released? Any of this ringing a bell?"

Now that Maylin really thought about it, she did remember seeing him on the cover of several tech magazines. She also remembered hearing about the fiasco with the Dunios Corporation a couple years ago. Apparently, Charlotte had gotten into a lengthy legal/financial battle with her father over control of the corporation, one that Maylin's father had been more than happy to back her in. She had assumed control five years ago, and ever since it had been doing nothing short of fantastic. "Yeah, I think I remember hearing about him. Maybe," Maylin said, joining Anna as she resumed staring. "I'd be surprised if you didn't," she replied, "He's one of the youngest IS pilots ever scouted, and Charlotte took it upon herself to train him _personally_. It's said that there are all of a handful of people in the world that could beat him now, and he's the same age as us." "He's not taking part in the tournament tomorrow, is he?" Maylin asked, feeling her stomach drop out. She was confident that she and Madoka could take most of their opponents, but if they fought someone like him, regardless of who he was paired with, they would more than likely lose. Lost in her thoughts, Maylin didn't notice when Joshka turned their way during one of his swings. Anna did, however, and quickly hid behind the tree. Maylin was too slow on the uptake, and soon found herself locking eyes with the boy.

"It's impolite to stare," he said, taking one of the earbuds out. Blushing, Maylin quickly stammered an apology before trying to leave. Rather than sending her off, he motioned for her to join him as he set the practice sword down and grabbed a towel from the ground, as well as his shirt. As Maylin walked over, she noticed that he was very well built. He was lean, but muscular, and from the sheen she could tell that he had been at this for a while. Blushing, she looked away when she realized she was staring too much as he put his shirt back on. "So, what brings you out here so early in the morning?" he asked, not noticing how flustered Maylin was. "I-I, um… I like the way it feels out here," Maylin said, finally fighting down the blush and looking at him, "I was raised out in the country, and I've never like big cities." "Yeah, I know what you mean. Too crowded, too much exhaust," Joshka agreed, "Oh, where are my manors? I'm Joshka Lancelot." "Maylin Felix," she replied, smiling, "So, you prefer the sword?" "Yeah. My teacher may have favored firearms, but I've always liked having a good sword at my side. You wouldn't happen to be related to…?" "I am, actually," she replied, knowing where this was going, "He's my father." "Well, then it's a pleasure to meet you, Maylin Felix," he said.

They quickly fell into idle chatter, and Maylin learned that despite his popularity, he wasn't full of himself. In fact, Joshka was very down-to-earth, even when she asked him directly. "Yeah, I'm sure most of the campus knows my name," he said, scratching the back of his head, "Makes it hard finding some peace when half the student body wants… well, you know." Nodding, Maylin suddenly saw Anna's actions in a new light. _We're going to have a talk when this is done_ she vowed. "So, are you taking part in the tournament tomorrow?" she asked, figuring now was as good a time as any. "Naw, I don't have the urge to kiss dirt that badly," he replied, gathering his sword from the ground. "What do you mean? I thought you were a skilled pilot?" "Well, I am, in all honesty, but that's only among the 3rd gens," he clarified, "You do know who the last team standing has to beat at the end, right?" For whatever reason, with all of their planning, Maylin had _completely_ overlooked that little fact. _We have to fight my father and Aunt Houki, and they both have 4_ _th_ _generation IS_ she realized with a groan. Seeing that Maylin had realized the scale of the task before her, Joshka walked up and put a hand on her shoulder reassuringly. "Hey, I'm sure you'll do fine," he said, smiling, "From what I've heard, you are quite skilled yourself."

Nodding, Maylin watched him leave as she pondered what she had just realized. She and Madoka were going to have to come up with some seriously stellar strategies to fight their parents. Lost in her gloom, she didn't realize that Anna had come up behind her. "So?" she asked, startling Maylin, "What did he say? What was he like?" "Uh, he was very nice and polite," Maylin replied, "He didn't seem that full of himself." "Wow, I can't believe you got to _talk_ with him," Anna continued, completely amazed. "You know, you could have come with me. You were clearly more interested in him than I was," Maylin said, an evil smile starting to creep across her face. "What, me? No, I don't have the courage for something like that." "You know, I think it's kind of cute, actually." "What is?" "Well," Maylin began, her smile growing broader, "You like him, don't you?" "I-I do not!" Anna objected, blushing, "I just think he's really cool..." "And handsome, and rich, and charming," Maylin continued for her, smiling as her friend turned darker with each word. Deciding to spare her more embarrassment, Maylin led her from the park, laughing to herself softly. "Don't you dare tell anyone about this," Anna said, trying to sound serious. "I promise nothing," Maylin replied before ducking under Anna's attempt to grab her.

After Maylin had escaped from Anna, she returned to her room to begin discussing what they could do if they made it to the final round. When she shared her revelation with Madoka, however, the response wasn't what she had expected. "You seriously forgot that?" she asked, looking up from her magazine. This threw Maylin for a bit, since she had figured her friend had forgotten as well. "I mean, that's why I have my Flower Fall system," Madoka continued, giving Maylin an opening. "Yeah, I remember seeing it once before. What does it actually do, again?" "It's an energy field my IS deploys to counter energy weapons," Madoka explained, sitting up, "Basically; the 'petals' are particles held in a rough sphere around the IS. The field absorbs and dispels energy attacks without ever allowing them to reach the shields." "But can't you bypass that at point-blank?" Maylin asked, "And isn't that a little energy intensive?" "Well, as far as the bypass goes, not unless it's a gun physically touching me, no. It's a filled sphere, not just a shell. But yes, it does take quite a bit of power to keep it running for sustained periods."

Before either girl knew it, they were completely engrossed in a planning season. They swapped secrets and brainstormed different ideas for how to take on their parents. Privately, though, Maylin held no illusions about their chances. Two 4th gen IS were more than a match for a _dozen_ 3rd gen, regardless of load outs. She may not have seen her father's IS in action, at least to her knowledge, but she'd heard plenty of stories about how Houki would use hers for 'discipline' when her students got out of line. By noon, they had settled on several different strategies that might increase their odds of victory. "So, I'm hopeful," Madoka said as they left to go eat, "How about you?" "I'm…not so hopeful," Maylin admitted. Before her friend could try and cheer her up, they ran into a particular Russian boy. Heated arguments ensued.

* * *

When Cecilia woke up that morning, she noticed that the other side of the bed was empty almost right away. Just to confirm it, she rolled over and reached out, hoping that Simon was still there. He wasn't however, and she huffed in annoyance as she got up and gathered her robe. Sleeping with him was something she had sorely missed over the past few years. She realized that the nature of his job, as well as the fact that he was helping Chifuyu rework the Academy from the ground up, was a very time-consuming thing. But would it kill him to come home every once in a while and see his family? _Sometimes he can be really thick_ she thought as she walked out into the living area. Noticing something laying on the counter, she walked over and saw a plate covered in foil with a note lying on top. Opening it, she read;

 _Students screwed something up, and the 'help' didn't know what to do. Be back as soon as possible. There's breakfast under the foil, and coffee in the pot._

 _Love you,_

 _Simon_

Smiling, she set the letter aside as she removed the foil to reveal some fried eggs and ham. _Well, he's still considerate, so that's something_ she thought as she poured herself some coffee and sat down to eat. After she had finished and cleaned up for the morning, Simon returned looking rather pissed. Dropping onto the couch, he started massaging his sighed in frustration as he massaged his temples, wishing that this headache would just go away. "That's not a good sign," Cecilia said, sitting down next to him, "Care to share?" "Let's just say that a few students thought they could slap together a 4th gen IS on their own," he said, leaning back, "They're lucky it didn't explode." "Sounds like someone needs a break," Cecilia said, leaning on him. "Yeah," he agreed, leaning his head on hers. It was a great comfort to him to have Cecilia here with him.

"Hey, I have something to show you," Simon said after a while, standing up and offering his hand. Looking at him in confusion, Cecilia took his hand and pulled herself up before following him out the door. After locking it, he led her from the building towards one of the stadiums. "This isn't going to be one of your projects, is it?" she asked as they walked into the building. Remaining silent, he led her through several hallways before they came out into the stands. Out on the field were two IS pilots practicing. One of them had a large scythe, and the other was using a double-barreled rifle. It took her a moment to place the two girls, but when she realized it she gasped. "Is that…?" she asked, walking up to the railing. Smiling, Simon joined her as she watched her daughter spar with Madoka. They were clearly working on Maylin's aim on the move, as well as her reflexes.

Dodging a slash, she brought her rifle up and fired at Madoka, only to have the other girl use her Flower Fall to dispel the energy before it got close. Rushing at her again, Madoka tried to take her arm again. This time, Maylin blocked the slash with her rifle before turning the blade aside. Bringing her now free left hand up, she punched Madoka in the stomach before flying up and away to get some distance on her. Deploying her four rifle bits from her wings, she brought her rifle and tried to hose Madoka's shield down while the bits moved into position. Before Madoka could even take off, Maylin's bits opened fire. Instead of the standard design, she had asked her father to customize them so they were now a remote-controlled version of her rifle. They now used their duel-barrel design to hose Madoka's IS with even more energy bolts. Finally taking flight, she tried to avoid the streams of energy as she noticed that her power consumption for her Flower Fall was spiking dangerously. After a faint at Maylin, she tried to rush at one of the bits and destroy it. Before she could slash it in two, the bit split down its length, the two new bits rocketing in opposite directions and completely avoiding the scythe blade. Momentarily stunned, Madoka took a pair of concentrated bolts to the back and finally lost her over shield.

"That's not fair!" she said, spinning around to face her friend, "You never said anything about that ability!" Smiling and shrugging, Maylin returned to her barrage as she had her other three bits split as well. With eight different guns rocketing around her and taking shots of opportunity, Madoka found her shields dropping at an alarming rate. When they hit 20%, Maylin ceased fire and asked, "You give up yet?" Gritting her teeth, Madoka briefly considered pushing her luck, but then lowered her scythe a moment later. "Yeah," she said, landing, "There's really nothing I can do about that now." Smiling in triumph, Maylin docked her bits and destructed her rifle before landing next to her friend. Thankfully, Madoka wasn't really mad with her loss. It just proved that Maylin was capable of holding her own if it came down to it.

"She has really good judgement," Cecilia noted, turning to Simon, "Her aim could do with some improvement, but that's impressive to be able to control eight bits at once." "Yeah, I had a hell of a time designing its control system," Simon admitted, scratching the back of his head, "Part of the reason I want her to stay here. I'm not sure it's entirely stable." While this did cause Cecilia to worry, she understood her husband's reasoning. "So, how well do you think they'll do in the tournament?" she asked, noticing how Simon winced. "About that…" he began, looking guilty, "What did Houki tell you about it?" "That the two of you sponsor the tournament twice a year," she replied, looking at him suspiciously, "And that the winners get to make a request of the dorm heads. Why?" He hesitated there for a moment, unsure of how his wife would respond to this. However, after her look turned into a glare, he relented. "The final fight has the last team fighting the dorm heads for the reward," he said, bracing himself for the outburst.

It took her a moment to understand exactly what he meant, but when she did her glare turned a few degrees colder. "Simon Felix," she said, walking up to him, "You mean to tell me that you're going to fight our own _daughter_? With a 4th generation IS?!" "Hey, we made rules to restrain ourselves," he replied, taking a step back, "Neither of us can use our one-offs, and I'm limited to half my fangs. That's something, isn't it?" The look he got in return told him that it wasn't. Without saying another word, Cecilia left the stadium while emitting an aura of "Do not follow." Sighing, Simon turned and leaned on the railing, hoping against all odds that she wasn't about to try anything.

"Trouble on the home front, Feli?" Tabane asked from behind him, startling him. Turning around, he glared at the use of the nickname given to him by Tatenashi. Ever since she had shared it with Tabane, it had stuck with the woman, despite his best efforts. "I guess you could say that," he said, not even bothering to argue the use of the nickname. "Well, at least, Maylin's IS is working well," she said, trying to cheer him up, "It's really well built." The second the words were out of her mouth, Simon turned and looked at her. "What did you do, Tabane?" he asked. "Whatever do you mean?" she asked, starting to look guilty as she tried to back away. "I know I didn't tell you about the design in person, so the only way you could know that is if you looked at it directly," he reasoned, "And knowing you, you wouldn't have been able to resist tinkering with it. So again, what did you do?" Unable to lie to her friend, and definitely unable to escape since the exit was on the other side of him, she relented. "I added a new system to it," she admitted, "You could almost call it a one-off." "Alright, you'd better give me the details, then," he said, sighing. As she outlined the system, Simon had to admit he was impressed. If it was half as good as she claimed it to be, then she had given Maylin one hell of a trump card.

* * *

Finally, the first day of the dorm tournament arrived, and with it came a series of intense matches as the initial teams vied for a position in the second round. Much to Maylin's surprise, Erin and Annabelle had entered without telling her or Madoka, and they cleared their first match in only a few minutes. They also discovered that Ludzik and his teammate, Karen Santiago, cleared their own first match with no trouble. This only served to piss Madoka off more, and strengthen her resolve to beat them. For their part, Maylin and Madoka were able to mop up their own competition while keeping some of their techniques hidden. It was rather easy and a little unfair considering their opponents were using Uchigane.

But all good things come to an end, and after the last fight of the first round ended, it was announced that the second round matches would begin immediately. Looking at the new pairings, Maylin groaned and smacked her head into the wall. Madoka, who had just gotten a drink from a nearby vending machine, walked up behind her and looked confused. "What's up?" she asked, cracking the seal. Without saying a word, Maylin pointed at their next match. She knew that her friend had read it when she heard a spit-take next to her. They had been paired against Erin and Annabelle in the second round, and she knew that Madoka was kicking herself for not noticing the brackets.

"Well, crap," she said finally, wiping her mouth. "Well, you wanted a challenge," Maylin replied, walking away. "Well, yeah, but not this soon!" Madoka said, catching up to her, "I thought we'd have to fight them later, or not at all. At least, I hoped so…" "You're just upset that you have to fight Erin, aren't you?" Maylin teased, trying to lighten the mood. "I am not! I'll wipe the floor with that guy, just you wait!" She replied before taking a shot from her soda. Maylin just snickered at her friend's attempt at hiding a blush. The crush she was developing for the boy was cute. "Bit early to be making assumptions, isn't it?" Erin asked from behind them, startling both girls and causing Madoka to do another spit-take. "Don't do that!" Madoka said, whirling around. Maylin just laughed, unable to control herself. And it got worse when Madoka glared at her, causing Maylin to fall over, clutching her stomach. "Nice to know I have that effect on people," Erin said, smiling, "Maybe I can take you out with jokes and save some ammo." "Dream on!" Madoka replied, "You and your sister are going down."

"Well, it's so nice to see you all fired up," Anna said, walking up to join her brother, "But we need to get ready. Right, brother?" Before he could try and contradict her, Anna grabbed his collar and dragged him away, clearly trying to prevent an argument. After she picked herself back up, Maylin noticed a slightly sad look on Madoka's face as she watched them walk away. "Come on, we need to get ready, too," she said, trying to distract her friend. Madoka just nodded as she followed. In the locker room, she was unusually quiet, and Maylin was starting to get concerned. "So, what's on your mind?" she asked, finally unable to stand the silence. Madoka didn't answer for a while, instead focusing on putting her pilot suit on. At last, she asked, "Do I act too aggressive, Maylin?"

Surprised at the question, Maylin took a moment to think about it. To people that didn't know her, Madoka could definitely seem hostile. But, Maylin knew that it was mostly just hot air for show, and that she rarely meant any of it. "I don't think so," she answered, walking around the bench to face her, "Why, did you actually tick someone off?" "It's just… I can't seem to keep that part of me in check," Madoka said, looking down, "I don't want to make people hate me because I'm too loud." "Now that's just silly," Maylin said, rubbing Madoka's hair, "You're just as loud as we need you to be." "And what's that supposed to mean?" "Well, Erin's the smart one, Anna is the social flower, and I'm the reasonable one," Maylin said, ticking the names off on her fingers, "We need a loud person to boost our spirits. And besides, you're more fun when you're loud." This served to get a smile out of her friend as they walked out to the launch bay.

When they entered the bay, they were greeted by Simon and Houki. "You girls ready?" Simon asked, smiling, "This is going to be a tough one." "Please, we got this," Madoka said, returning to her usual self. Houki tried to glare at her for the overconfidence, but Madoka just smiled at her mother sweetly as she summoned her IS. Letting her launch first, Maylin walked up to her father. "Mother's here, isn't she?" she asked, noticing him flinch. "Yes, she is," he replied, scratching his head, "But she's not here to try and pull you out of classes. In fact, she out in the stands right now." This last bit caused Maylin to take a step back and gulp. She knew that her father was familiar with her capabilities, and that he wouldn't judge her. But her mother… She still held the position of Britain's Representative. Having her watch as she fought, analyzing her technique, that was somehow much scarier than fighting against Erin and his sister. Noticing her hesitation, Simon ruffled her hair, saying, "You'll do fine, sweet heart. Now got get 'em."

Steeling herself, Maylin summoned her IS and stepped onto the catapult. After three seconds of charge time, it flung her into the stadium, where she came to a stop next to Madoka as they faced off against Erin and Annabelle. "Well, this should be interesting," Erin said, taking his rifle in both hands. "May the best team win," Anna said, smiling as she raised her sword. "Oh, don't worry, we will," Madoka answered, smiling back as she took her own stance. Their eagerness was contagious, and Maylin soon found herself grinning like an idiot as she prepared for the start. Over the loudspeakers, they heard, "You have 30 minutes. The match will now begin!"

 **The tournament has begun, with each team hoping to gain a free pass. Can Maylin and Madoka beat their own friends? And if they do, will they stand a chance against Ludzik and Karen, not to mention their own parents? Till the next chapter.**

 **Alright, in my infinite f cking wisdom, I floated an idea for another fanfic with some friends of mine, so now I can't get the idea out of my head. So instead, I'm going to try and run with it. Balancing two stories is probably going to prove to be 'interesting,' but I do so love a challenge. Feel free to check it out if you feel so inclined. I hope to have the first chapter or two up within a few days of this one. And as always, feel free to drop a review or a PM if something catches your eye.**


	7. Chapter 7

Chapter 7; The Return

As soon as the match began, Erin and Annabelle were in motion. Maylin and Madoka barely had time to react at all as Anna charged. She brought her sword down, aiming for Madoka's head but only succeeding in striking her scythe's pole as she guarded herself. Erin, meanwhile, had brought he rifle up and shot Maylin right in her chest, sending her stumbling a few steps. Thankfully, her instincts kicked before he fired again, and she took flight as she returned fire. Smiling, Erin took off as well and traded fire. The stadium was lit up with their crisscrossing shots as they tried to hit each other but kept failing. Meanwhile, Madoka and Anna finally broke away from each other only to charge again.

Opting to stay on the ground, Madoka started spinning her scythe in arcs to build up speed before she began lashing out at Anna. The other girl, however, was as skilled with a sword as she always claimed to be and was able to turn aside the slashes fairly easy. She even managed to get a few attempts in at Madoka, but her spinning scythe also gave her an almost flawless defense at close range as she used the entire weapon to turn aside her blade. Anna had to admit that it took considerable skill to wield such a large weapon with so much skill, despite the strength enhancement the IS gave her. Turning aside another slash, Anna leaped back to gain some distance and try to think of a way past her defense. It was at this point that Erin turned to her and fired. This is exactly what Madoka and Maylin had been waiting for.

Triggering her Flower Fall, Madoka was quickly surrounded in glowing flower petals. The instant Erin's shot hit the field it dissipated as she smirked at him. Meanwhile, Maylin had switched her rifle over to its staggered mode. Opening fire again, she sent a constant stream of bolts at Erin, forcing him on the defensive as he struggled to return fire. Noticing that Anna was on the move again, Maylin detached a pair of her bits and sent them after her while she focused on her brother. The bits had also been switched to staggered fire and they immediately began hosing down the area around Anna, forcing her to stay near Madoka. Taking advantage of her momentary pause, Madoka charged again and managed to catch her off guard. Anna only had enough time to register that someone was behind her when Madoka's blade smacked into the shields around her stomach, sending her into the wall.

Up in the stands, Cecilia watched the battle with a mix of concern and awe. She hadn't known that her daughter had become so skilled so quickly, and with rather complex weapons at that. While she definitely needed to work on her accuracy, she was still making good use of her rifle and keeping her opponent off-balance. She was also managing to keep good control over her bits as they focused on another person altogether. "It's rather impressive, isn't it?" Houki asked, startling her slightly. Sitting down next to her friend, she smiled at the look Cecilia shot her. "You're starting to act like Simon," she said as she returned her attention to the field. "Well, it's a useful skill for a teacher to sneak up on people," she said, laughing slightly, "Keeps the students on their toes." "I'm sure." "Is something wrong, Cecilia?" Houki asked, sensing the strain in her voice.

"Simon told me about the final match," she said simply. Houki just said nothing for a while, taking the implied rebuke in its stride. She had been sure that Cecilia would react this way ever since she heard that she was coming down for a visit. She had always been protective of her daughter, almost to the point of smothering her. Lost in these thoughts, Houki found herself wondering where Ichika was. He had promised that he would make it in time for the final rounds, but had yet to show up at all. _That idiot; always making me worry_ she thought with a smile. However, Ichika was still a man, through and through, and he would rather die that break a promise. In that regard, he was a lot like Simon. Turning her attention to the field, she noticed that the Steffens twins had finally regained their momentum and were starting to counter.

Anna had taken flight and was using her entire body to attack Madoka instead of just her sword. Madoka, meanwhile, stayed on the ground to limit her blind spots as much as possible as was managing to hold her own against the new onslaught. Erin had shifted his focus to Maylin and had started taking this seriously. He was managing to pull off rather impressive shots at high speeds, just barely missing his mark each time. Maylin had since recalled her bits to recharge them and was continuing to return Erin's fire. As things stood, it was highly likely that one or more of them would get knocked out of the fight due to low energy before any of them had their shields drop. However, before she could take advantage of this turn of events, fate intervened.

Just as Madoka began her charge, the stadium field was ripped apart in a series of explosions. This triggered the safety systems and the shutters over the stands immediately closed. This didn't stop a second wave of missiles from hitting all across the island, tearing the buildings to pieces. _What the hell is happening_ Houki wondered as she rushed to get outside with Cecilia right on her heels. When they finally made it out, it was to the sight of burning buildings and machines they hadn't seen in over 20 years tearing into the defenses. Harpies roamed the skies, challenging anything and everything that moved. As one, Houki and Cecilia triggered their IS and prepared to fight back when three IS landed in front of them. One of them in particular looked very familiar. "It's been a long time," Fairy said, stepping forward, "Did you miss me?"

* * *

Ichika had just gotten off the train from the mainland, and as he looked around the platform he smiled as old memories came back to him. He also noticed that Simon was waiting for him on one of the benches. Walking up to his old friend, he offered a handshake that turned into a hug, since they hadn't seen each other in a long time. "So, how're our girls doing?" Ichika asked as they headed towards the stadium. "Well, you can tell from here," Simon replied as an explosion rocked the air, "I think that was Maylin cutting loose with her rifle." "She really takes after her mother, doesn't she?" "Yeah, but she's definitely inherited my drive," Simon said, smiling, "Still not sure if that's a bad thing or not."

Looking up, Ichika noticed something concerning. "Simon, why are there missiles in the sky?" he asked about a second before they impacted the stadium. The concrete around the outside was ripped apart, and Simon clearly saw several of them get _into_ the arena before he heard the explosions. They summoned their IS in a flash just as the second wave struck, forcing them to cover their faces as the blast waves struck them. "What the hell is this?!" Simon asked, taking flight to see better. When he saw the flights of Harpies, his blood ran cold. He saw the same look of utter shock on Ichika's face as he saw them, too. _They're supposed to be dead_ Simon thought, gritting his teeth. Unsheathing his sword, Simon was prepared to tear into this ghost from the past when a wire wrapped around his leg. He noticed it just as whoever was on the other end threw him into Ichika, sending them both into a nearby booth.

As they picked themselves up, a pair of IS landed in front of them. One of them held a pair of beam swords, while the other was just spooling the wire back into its wrist. "Hello, boys," the Is with the wire said, "It's so good to finally meet you. I'm Weaver, and this is Saber, and we'll be your opponents for the day." "What the hell?" Simon demanded, "We beat you! I know we did." "Clearly not," Saber replied, bringing its swords up. "I know this is our first meeting, but I have a request," Weaver said, sounding a lot like a 12 year old girl, "Could you two bleed for me?"

Before either of them could wonder about _that_ particular question, Saber smashed into Ichika and carried him into a nearby building, while Weaver launched four wires attached to small anchors at him. He managed to dodge them easily, launching several fangs in response. However, Weaver responded to that with a second wave of wires from her wings, destroying two of the fangs and managing to wrap one around his wrist. Simon had just enough time to say, "Crap," before the IS flung him into a tree. He didn't even get to hit the ground as it then proceeded to land a double kick on his stomach and send him through the tree. "You killed our sisters," she said as he tried to pick himself back up, "You'll bleed lots for that."

Rather than engage the IS again, Simon fired a quick bolt at it while taking flight. He needed to reach Chifuyu, and he needed to do it now. "13, I need a link to the headmaster's office, and I need it now!" he said just as the IS took off after him. A small window popped up on his HUD as his core's AI worked. "Be careful, Simon-kun," it said, sounding serious, "I can't get an accurate read on this machine." The fact that 13 was acting focused and serious was warning enough. Usually, it acted a lot like its creator, Tabane. Dodging a pair of wires, Simon charged up another bolt while he launched three more fangs, trying to buy time. Thankfully, Ichika was holding his own against the duel-wielding IS. Being married to someone who used the same kinds of techniques definitely gave him and advantage there.

Finally, the connection went through, and 13's image was replaced with a feed from Chifuyu's office. "Felix, what the hell is going on out there?!" she demanded, just barely keeping her voice steady. Simon had worked with her enough to recognize the difference from an annoyed Chifuyu and a truly pissed-off one. And right now, she was livid. "It's them," he said, "I don't know how, or why, but those damned IS are back. We need to get everyone out of here, and we need to do it _now_." Thinking about her options, Chifuyu nodded in agreement before cutting the call off. Simon breathed a sigh of relief just as his opponent appeared in his face and tried to bury a dagger in it.

* * *

Picking herself back up, Maylin looked around the dust cloud as she tried to locate her friends. "Everyone still breathing?" Madoka asked over an open channel, coughing slightly. "We're all good over here," Erin replied. "Y-yeah, I'm fine, too," Maylin said, trying to locate them in the cloud, "What was that?" "Who knows," Anna replied, taking off, "But we need to get out of here and find out what's going on." Before they could even begin to agree with her, they all had a screen pop up in their faces. It was a general address from Chifuyu Orimura over a priority channel. "Attention, all students and staff. The Academy is currently under attack. All staff rated for IS use are to take up defensive positions around the train station and the west end docks. All students are to make their way to those locations and immediately evacuate. This is NOT a drill. I repeat, all students are hereby ordered to evacuate IMMEDIATELY."

Looking at her friends, Maylin was torn. On the one hand, she wanted so badly to help out, while her upbringing told her to listen and get them out of harm's way. However, it was Madoka that made the decision for them. "Someone is attacking _my_ school?!" she said, her voice turning to steel, "Well, that's just not going to happen." "And what do you expect to do?" Erin asked, skeptical. "That's easy," she replied, bringing her scythe up, "Take them all out." Not five seconds after she said this, four Harpies landed in the arena just opposite them. They took a second to size up the four IS pilots before charging them and firing. Everyone reacted on instinct, fanning out to split them up.

Focusing on the one in front of her, Maylin opened fire while she launched a pair of laser bits. The machine, however, was quick on the uptake and dodged her shots with ease. Even when her bits opened fire it still managed to dodge the blasts, performing all manner of maneuvers before finally accelerating at Maylin directly. She wasn't prepared for that, and didn't have any time as it brought its sword down. She almost managed to dodge the blade, but it was too fast and came down on her left thigh, passing through the shield and giving her a nasty slash. Crying out in pain, Maylin accelerated back to try and get some distance as her mind reeled. _That thing just bypassed my shield_ and _the Absolute Barrier_ she thought. Unfortunately, the Harpy wasn't about to let her recover. Pursuing her, it raised its sword to try and impale her. The machine was too fast, and Maylin didn't have time to adjust for another dodge. _I'm going to die_ she thought, locking up, _I'm going to die!_

Before the Harpy could finish her, Madoka appeared behind it and buried her scythe in its back before tossing the dead machine aside. Taking a deep breath, she said, "Thanks," before turning her attention to the rest of the field. To her relief, she was the only one that had had any trouble with her opponent. Landing carefully on her good leg, Maylin examined the cut as the others gathered around her. "How in the hell did they do that?" Anna asked, kneeling down to make sure it wasn't a serious wound. "I have no idea," Erin replied, looking troubled, "Even if they can bypass the normal shields, the Absolute Barrier is supposed to be, well, Absolute." "We need to move," Madoka said, looking around, "Staying here is just inviting trouble." They all agreed without hesitation and took off, quickly getting clear of the stadium. However, when they did, they witnessed a raging battle just outside between two familiar IS pilots and three other IS.

* * *

Dodging the swipe at her head, Houki tried to bury her sword into the wolf IS' stomach, only to have the machine jump back with incredible speed. The moment her sword swung clear, it was right on top of her again, using its knives to effectively counter Houki's swords. _As long as we remain this close, we're dead-locked_ she realized as she powered her bits up. Launching them as a distractions, she tried to get clear so she could use her firepower to blast this ghost from the past away. The IS didn't even hesitate; faster than she would have thought possible, the IS slashed through her two bits before accelerating into her again, taking her with it into a nearby building.

Cecilia, meanwhile, was fighting an IS that used a technique similar to her own. While her laser bits deployed their holograms in an attempt to confuse it, the IS responded with its own, superior, projections. Not only did it make almost a dozen copies of itself, the thing was even projecting fake attacks to throw her off-balance even more. And it was working very well. The Is managed to isolate and destroy two of her bits while Cecilia was still trying to figure out which of the damned things was the real enemy. Meanwhile, the Fairy was watching this entire fight from the ground, and that just pushed all of Cecilia's buttons. The machine responsible for causing so much grief for her, for her family and her friends, was watching like it was some kind of spectacle. However, Cecilia knew that if she tried to focus on it instead of her opponent, it would end very, _very_ badly.

Unfortunately, this line of thought broke her concentration just enough. At some unknown signal, the Wolf IS delivered a savage kick before accelerating at Cecilia. Meanwhile, the other IS destroyed her remaining bits in one synchronized attack, stunning her. Recovering quickly, she brought her rifle up just as it charged her. As she fired, the IS opened several ports on its wings and fired a volley of missiles. Instead of streaking towards Cecilia, they moved out in all directions before detonating and creating a massive smoke screen, blinding her. Cecilia didn't even have time to wonder what the hell this was before the Wolf IS smashed into her from behind, ripping the sniper rifle from her back with one hand while it slashed into her left arm with its other.

Whirling around, Cecilia tried to fire into the machine, only to have it disappear into the cloud just as quickly as it had hit her. A second later, the IS that had deployed the smoke came at her from below with a spear, Cecilia just managed to avoid the blade, but as she tried to counter again, the IS vanished right before several copies came at her from all directions. Outside the cloud, Houki was trying to move to help her friend. However, before she could even come close, Fairy moved into her path with its javelins raised. "Try and get past me, Samurai," it said, "I dare you." gritting her teeth, Houki answered that challenge with a swipe from her sword, sending a large energy wave at it. Fairy didn't even move, rather it brought one of its javelins up to defend. As the blast wave was about to hit it, Fairy brought the javelin down and effectively cut it in two, sending the halves around her and into a warehouse. Houki, meanwhile, was too stunned to move. That was her single most powerful technique, and it had just been countered.

Up above them, Maylin and her friends watched this battle unfold. When the IS deployed its smoke screen and the Wolf moved into it, she immediately tried to get to her mother's side to help. However, several Harpies stood in their way, and they weren't about to let them pass easily. Deploying all of her bits and dividing them, Maylin attempted to force her way through with brute force, but the pesky machines were still too quick and nimbly dodged all of her shots. Even Erin had a hard time trying to hit them, only ever succeeding in hitting their limbs instead of the center of mass shots he wanted. Thankfully, Anna and Madoka were having more luck with their melee, and they quickly cut three of the machines down. Unfortunately, this wasn't quick enough as they watched Houki square off with the third machine.

Watching it effortlessly counter the biggest attack they had ever seen, Madoka was momentarily stunned as she watched her mother get forced onto the defensive. The other IS was much more skilled than they had thought; throwing attacks almost too fast to track as it pushed Houki back further and further. Finally, Houki managed to get a counter in, but was blocked with almost contempt as Fairy brought its other javelin up. Before she could react, it fired a blast into her chest, sending her into the stadium wall. It then just walked calmly over to her, as it the thing had all of the time in the world.

Gritting her teeth, Madoka blew through the remaining Harpies before accelerating at the machine from behind. As she brought her scythe around in an attempt to through it clear, Fairy turned around abruptly and dropped one of its javelins before stopping the blade with its hand. That stopped everyone cold as it stared at a shocked Madoka. "You really need to learn your place, human," it said. Instead of using its other javelin, Fairy launched its laser bits as Madoka broke off. She tried to dodge them, but they moved too quick and fired too rapidly. They cut her shields down to critical within seconds before they began to fire at _her_. Most of the shots were aimed at the armored section, while those aimed at her bare skin just grazed her. Clearly, the other IS was simply toying with her. While Madoka tried to use her anger to stay upright, the pain from the repeated hits proved too much and she collapsed, her IS destructing in response to the loss of power.

Hearing a cry from behind, Fairy turned just in time to dodge a frantic attack from Houki. Instead of pressing this advantage, she landed on top of Madoka with her swords up. "You touch her again, and I _will_ kill you," she promised. "Oh, there's no need to worry, dear," Fairy replied, recalling its bits, "I was only here for one purpose. And it's now completed." Pointing behind her at the cloud, the Fairy just waited as they all realized what was going on. As if on que, Cecilia dropped free from the cloud as it began to break up, her IS destructing in a flash. She was also badly hurt, with several wounds weeping blood as she fell to the ground. "Mother!" Maylin cried, finally breaking free of the remaining Harpies. Pushing her IS to its maximum speed, she just managed to catch one of her legs and lower her to the ground.

"Mother! Mother, please!" she said, trying to wake her up. However, Cecilia was out cold, her breathing very shallow. She had gashes all across her body, and the unmistakable bruises from repeated blows. It was all Maylin could do to not break down and cry as she continued to try and wake her up. Erin and Anna landed next to her, prepared to defend her as the other two IS rejoined Fairy. Instead of pressing their obvious advantage, they remained where they stood. "And now the dream is broken," Fairy said, laughing softly, "I hope it was worth it, spending all of this time lying to the world." "What do you mean?" Erin asked, confused. "Well, I can understand them not telling you," it replied, "But if you're going to tell me that they kept it from you, Samurai, and from their own daughter… Well, I'd wonder just how worthy that woman and her husband are of your trust."

Turning around, Fairy took flight along with the IS that had deployed the smoke screen. "I leave the rest to you, Reaver," it said, "Try to stick to the plan and get clear when Colossus shows up." Without a word, the IS identified as Reaver stepped forward as the other two IS withdrew. "You think you can take us by yourself?" Anna asked, completely livid. Without saying a word, Reaver charged them and smashed into Houki, throwing her clear of Madoka. It spared a look at her, causing Madoka to flinch since she thought there was more pain coming. Instead, it stepped over her body before accelerating at Houki again. Before it could attack her, Anna dropped in between them with her great sword out and caught the IS by surprise. Unfortunately, it didn't result in a clean hit; instead Reaver broke off its charge and soared clear of them. "We got this bitch," Anna said, taking off to follow, "Get them out of here!"

Before Maylin or Houki could argue, Erin took off after his sister and they were quickly caught up in a battle across the sky. For a moment, Maylin was torn between getting her mother and Madoka out of harm's way, and helping her friends against an opponent that was clearly beyond them. Thankfully, Houki made the decision for her. Walking over, she picked Cecilia up as gently as she could while saying, "Get Madoka. We're leaving." "But-But there's no way they can take that woman on their own!" Maylin protested. "We don't have a choice, Maylin!" Houki said, her voice pure steel, "We need to get the wounded to safety. Now, get up and move!" Despite what Houki said, Maylin still struggled with the decision. It wasn't in her nature to just abandon friends. But, Madoka and her mother needed help, and they needed it now. This was one of those situations she had always seen in movies, where the hero is forced to make a choice. They always seemed to be able to do it within seconds, but Maylin found it much more difficult.

With a final effort, Maylin got back onto her feet and slung one of Madoka's arms around her neck while she wrapped her hand around Madoka's waist. She took off and followed Houki as they moved towards the west side docks. It took all of her willpower to not turn around each time she heard an explosion. Instead, she tried to believe that her friends would make it back unharmed. She had seen how well they fought together, so it wasn't too much to think that they would come out of this on top. However, that machine had taken her mother out, and she was using a 4th generation IS. That didn't bode well for their odds.

 **The human IS have returned with a vengeance as the Academy finds itself under siege. With the casualties beginning to mount, our pilots are forced to make choices that will forever alter their fate. What trick does Fairy have up its sleeve next? Will the Academy be able to weather this storm as well as it did the last? And what will victory cost them this time? Till the next chapter.**

 **Alright, I will admit this chapter makes me feel like an asshole, but you had to see this coming. No, I'm not about to kill one of these characters off (probably). Also, I apologize for the delay with this chapter, had a minor case of writer's block combined with schoolwork. Anyways, feel free to drop a review if you feel so inclined, always nice to hear some constructive feedback.**


	8. Chapter 8

Chapter 8; The Fall

 _This thing is talented_ Simon thought as he dodged another wave of wires. The IS he was fighting was constantly retracting them before sending them off in newer, more complicated patterns. It was clearly trying to ensnare him, but at the same time it seemed as if it was _toying_ with him. "Come on, bird-boy," it taunted, "Dance for me!" Launching another wave, it forced Simon further and further from Ichika, whose own opponent was giving him a run for his money. Rather than stick with its two swords, arms had deployed from its wings and it now wielded _six_ energy swords that it was using to constantly push him back. Taking flight to avoid an attempt on his footing, Ichika charged up a bolt and tried to shoot it. The IS just brought a sword up and blocked it with no effort before continuing its attack.

"Alright, enough of this!" Simon said, "I will rise from the ashes victorious!" With the command phrase he activated his Phoenix shift, causing his IS to begin to glow and crackle with electricity. Disengaging the magnetic locks on his sword, he transformed it into a whip before accelerating at the IS. With the Phoenix shift, combined with the fact that he used a 4th gen IS, his speed was increased to the point where he was practically teleporting. He was in the IS' face in less than a second, bringing the whip up and wrapping it around one of its arms. Simon then proceeded to throw it into the nearest building before moving to help Ichika. At least, that's what he wanted to do. But as he accelerated he felt a tug on his foot and looked down to see one of the IS' wires wrapped around it. He had all of three seconds before the IS pulled him down into the same building it had been thrown into.

Meanwhile, Ichika continued his streak of just barely avoiding his opponent's swords. He was sure that the only thing saving him right now was that his wife had often used him as a training dummy when she felt frustrated. As such, he had become very good at dodging swords. Ducking under one of its swipes, he tried to counter only to be forced further back by two of its arms. The fact that this machine was coordinating six different swords so well was nothing short of impressive, but he needed to stop this pattern. He had just watched Simon get pulled down into a nearby building, and if his friend was having trouble then they were _all_ in deeper shit than he realized. Triggering an Ignition burst, Ichika backed way off from the sword IS before taking flight. Before it could try and close the distance again, Ichika opened fire with his left hand, sending energy bolts at it and forcing the machine to defend.

However, he couldn't keep this up forever and he quickly looked around to try and find something to distract it. That's when he heard someone yelling and looked up just in time to watch a grey streak fall from the sky and collide with the sword IS. The impact forced the machine back, and Ichika winced when he saw that it was a student with silver hair that had come to his aid. The boy's IS was a metallic grey with black trimming, with delta shaped wings and a pair of small rocket boosters along their base. Aside from that, the IS was surprising under equipped. All that it had for obvious offensive weapons was a sword that looked almost like a katana and two hip-mounted cannons that were currently collapsed.

"What the heck do you think you're doing?" Ichika asked the student as he walked up beside him, "This isn't where you should be!" "The headmaster said we were under attack," the boy responded as he squared off against the other IS, "And I'm not about to let some weaklings run rampant around _my_ school." This seemed to get a reaction out of the machine, since it tensed up at the mention of 'weaklings.' "Well, now, you have a high opinion of yourself," it said, its tone cold, "Let's fix that, shall we?" Before either of them could move, the IS accelerated into Ichika and sent him flying before rounding on the student. Caught completely off-guard, he just stared as it was about to take his head off. Before the blade could make contact, something smashed into his chest and carried him clear of the attack. Landing hard, the kid immediately scrambled to his feet and wondered who had the nerve to knock him down, only to see that it was Simon, one of his teachers.

"Ludzik, you idiot!" he said, turning around and watching the sword IS, "You're supposed to be evacuating." "Like I'm going to pass up a chance to prove myself here," Ludzik replied, moving next to him, "Besides, I already took out six of those smaller ones. How tough can this one be?" In response to that question, a pair of wires appeared from behind them and wrapped around their throats before quickly pulling them back and up. Ichika had recovered from the last blow by then and quickly severed the wires, causing the IS that launched them to huff in annoyance before landing next to its teammate.

"Well, well, what have we here?" the wire IS said, "A little boy that got lost?" Hearing this, Ludzik almost charged them blindly, determined to put that annoying pilot in her place. Only Simon grabbing his shoulder stopped his reckless charge. "I think you've made your point by now," Simon told them as he moved in front of Ludzik, "You're clearly not taking this fight seriously." "My, that's observant of you," the IS responded, "Actually, we achieved our initial objective a few minutes ago. Saber, I think it's time to leave. They will have a lot of pieces to pick up." The other IS just nodded as it returned its swords to their various compartments and collapsed its spare arms down. While Simon really wanted to finish this fight here and now, the island was still under threat and he had responsibilities. However, when they took flight and left, and before Ludzik could get pissed at them leaving, they all felt a large tremor as something appeared on the eastern end of the island; something _big_.

* * *

Annabelle just barely ducked under a swipe from Reaver before trying to counter with her greatsword. Before it could even make contact, Reaver leaped back before throwing one of its knives at Anna's head, forcing her to duck. Using that opening, the IS brought its right leg up and kicked her in the stomach, sending her skidding back a few meters and knocking the wind from her. Taking that as his que, Erin opened fire on the IS from behind the moment his sister was clear. But again, the IS proved too nimble and was able to dodge every one of his shots. Gritting his teeth in frustration, Erin switched tactics and started to fire around the thing, trying to keep it contained as Anna came at it again.

Reduced to only its one knife, Reaver chose to retreat rather than block and managed to sidestep all of Anna's strikes. Finally, as if it had lost patience with her, it stepped into her swing and wrapped one arm around Anna's right arm. With its left hand it grabbed her by the throat before lifting her from the ground and starting to squeeze. She only managed a strangled cry before it became a struggle just to breathe. Seeing this, Erin was about to move in and rip that thing off his sister, but someone beat him to it. An orange and red IS landed right behind Reaver and lashed out with its own sword, forcing it to release Anna and retreat. Coughing a few times, Anna looked up to see who had saved her and immediately blushed furiously. It was Joshka in his own IS; the Amery Lotario. Its wings were modeled after a bird's and served for increased stability in flight. Other than its Rapier and a lever-action rifle on its back, it had no obvious weapons, but Anna knew that he had a small armory on call like his teacher did.

"Are you alright?" he asked, offering his free hand. Not trusting her voice, Anna just nodded as she accepted his hand and pulled herself upright. Erin, meanwhile, landed next to them and noted his sister's reaction. While he was the more serious of the two, he wasn't above giving her grief over an obvious crush, especially when it seemed that Joshka wasn't aware of said crush. "So, I take it you're the ones running rampant over the school," Joshka said, turning to face Reaver. It just remained silent as it flicked its wrist, deploying another knife from a hidden compartment. They all prepared for it to charge them again, but what happened next was something none of them could prepare for.

Something rose out of the bay they were overlooking, and it stopped them all cold. It looked like an IS in design, but with two major differences. First, it lacked wings. Second, it was _freaking huge_ ; easily measuring 30 meters in height. Taking advantage of this, Reaver charged them and knocked Joshka into Erin, sending them both sliding. It then turned to Anna and knocked her sword away before lashing out with one of its knives. This time, it hit home, severing cloth and flesh and causing her eyes to widen in shock. Before she could cry out, it brought its knee up into her chest, denting the plate and knocking her out cold. It then leaped clear as Erin opened fire, crying out in pain as he watched his sister go down.

Instead of fighting them further, Reaver sheathed its knives and retreated, knowing full well that Colossus would finish this for it. Rushing over to Anna's prone form, he watched as her IS destructed in a flash of light. He almost locked up when he saw all of the blood, but thankfully Joshka was there with him. Punching his shoulder, he said, "Hey, focus! We need to get her out of here, now!" Erin just nodded numbly, forcing Joshka to hit him again to finally bring him back to reality. "You need to give us cover, alright?" he said as he picked the girl up. Now that he was focused again, Erin nodded as he readied his rifle while trying really hard not to notice how quickly the blood was staining Joshka's suit.

However, it seemed that the giant machine's appearance was the signal to retreat. The skies were completely devoid of the Harpies that had been there earlier. Rather than dwell on this, they took advantage of it and rocketed back over the Academy before noticing a sound coming from behind them. It was something they felt rather than heard; a low whining that was steadily building up. Turning around briefly to see, Erin noticed that the giant machine had raised one of its arms, and that its palm was obviously a cannon barrel. "Joshka, move!" he cried out, turning around and putting all of his power into acceleration. Sensing the danger, Joshka did the same as they struggled to get clear of the island. They rocketed over the empty piers where the evacuation ships had been, and briefly noticed that everyone had gotten off the island.

This relief was shattered when they heard the machine behind them fire. The explosion was large enough that for a second they didn't hear a thing. Then the blast wave hit, and the sound returned. It was a roaring thunderclap, so loud that it physically hurt as it sent them tumbling through the air. Righting himself first, Erin rushed to Joshka and managed to grab one of his wings to stop his spinning. When he did so, he made the mistake of looking behind them and froze. Noticing the look on Erin's face, Joshka turned around as well and was dumbstruck.

The Academy was gone. The tower, the stadiums, the warehouses, dorms, classrooms, _everything_ was either turned to dust or burning down. The island had been reduced to a smoldering crater that just vomited smoke from the fires around the edges. The rail line had collapsed along a third of its track, leaving the island completely cut off. They couldn't see the machine that had done it, but they both silently prayed that the beast would slink back into the sea after this as they watched their school, their _home,_ burn. "It's gone," Erin said, more to cement the idea in his mind than anything else, "It's just… _gone_."

* * *

When their boat made it to shore, Cecilia and Madoka were quickly collected by a team of medics. Ever since the attack had begun, the mainland had prepared for casualties, since the ones in charge could still clearly remember the last time the Academy was attacked. But they weren't prepared for the sheer number of wounded coming in and were forced to prioritize. Houki had wanted to go along with them, as had Maylin, but the medics had stopped them by saying that they already had too many people around. Hearing this, Houki took a long look around at the people walking up the docks. Aside from the teachers and students that had been lucky enough to be near the docks, everyone had some kind of injury. Unfortunately, Maylin noticed this as well, and she was clearly trying to come to terms with what she was seeing, and was failing to do so. Houki wanted to help her, but she knew there was nothing she could do or say, so instead she went to help bring some of the newer arrivals in.

Maylin, in her numb state, decided to wander off down the beach. She hadn't seen any of her other friends since they had landed. In fact, she hadn't seen _anyone_ else that she knew from the Academy. That could have been due to the shock, but she couldn't be sure as she started to search for familiar faces. Finally, she spotted two familiar shapes out on their own and rushed over. As she got closer, she saw that it was indeed Erin and Joshka sitting on a large boulder. "Hey, guys!" she called out as she broke into a jog. Erin turned around at the sound, but Joshka stayed where he was. In fact, it looked like he hunched over further when he heard her voice. "Hey, where's Anna?" she asked when she joined them. The look on Erin's face was enough to crush her fledgling hopes. Instead of answering, he turned to Joshka who had just gotten up and turned to face Maylin.

She gasped and took a step back when she saw all of the blood. Joshka had been trying to wipe it off with a small washcloth, but he had long since soaked it clean through. "Joshka, what happened?!" she asked, stepping forward and looking for wounds. When she met his eyes, she was surprised to see them brimming with tears. "It's… it's not mine," he said, his voice trembling. And suddenly, in a terrible moment of clarity, Maylin connected the dots. "No…" she said, collapsing to her knees. She had been well on the verge of tears before this, but now that she knew that Anna was hurt it broke the gate. She tried to keep the sobs in, but she felt her body starting to tremble as the tears fell. She didn't see that her father had come up behind them with a reluctant Ludzik in tow.

After his attempted heroics, Simon wasn't about to let him out of his sight until he had a good long talk with him. Now he saw his daughter crying, but still trying to remain strong. Her friend and the German boy just stood nearby, unsure of what to do. Sighing, Simon walked up and kneeled down behind Maylin before wrapping his arms around her and resting his head on her shoulder. "It's okay, sweet heart," he whispered, rocking her slightly, "Let it out. Let it all out." She just wrapped her arms around his as she cried, unable to bear this pain. "Why, dad?" she asked when the sobs had subsided, "Why did this have to happen? Why us?" "I don't know," he said, "But I promise you I'll find out."

They remained on the ground for another minute before Maylin had collected herself enough to stand again. With a hand around her shoulders just in case, Simon led her up the beach and to the road while making sure the three boys followed. He led them to a car that he had called for while searching for Maylin, and they all piled into the back seat while Joshka tried not to be self-conscious about the blood on his chest. Much to his relief, neither the driver nor the others with him seemed to care. This didn't cause him to feel any better about himself; he was still beating himself up for how shaken he was over this. He had managed to hold it together when he and Erin were getting Annabelle down to the medics on the shore. But the second she was handed over he felt his calm and focus disappear in seconds. Now, he didn't trust his voice and felt like he was trembling constantly.

Meanwhile, Erin was struggling to figure out what he felt in general. His sister was seriously hurt, suffering damage that he could only guess at. One of his closest friends was also in the hospital after having been shot God only knew how many times. A woman that he had never met, but had heard loads about, was also in critical condition after making a stand to try to protect them. And to top it all off, the place he had always wanted to go, the only place he thought he would ever belong, had just been turned into a smoking ruin. He now fully understood what it felt like to have your world shattered. It was like there wasn't any ground and he was in free-fall without knowing which way was up.

In contrast, Ludzik was a ball of barely contained fury. He had been completely prepared to take those people single-handed to prove to everyone who the real professional was. And he had been forced to run away. _Him,_ Ludzik Vasilyevich, had been forced to run from a certain victory because his teacher didn't trust his abilities. Granted, the appearance of the giant machine hadn't been something he had planned on. But he was positive he could have taken it. Seeing all of the wounded being brought in only served to further prove his point; if they had just left it to him, there wouldn't have _been_ any wounded. It would have been done and over within a matter of minutes. _And these people call themselves IS pilots_ he thought with disgust.

When they arrived at the hotel that Chifuyu set up for those that weren't heading for the hospital, Ludzik took the opportunity to separate from them and head to his own room. Simon stayed with the others as they silently made their way to their rooms. He had made sure that they were all on the same floor and wing, knowing first-hand that they would need each other right now. Joshka and Erin went into their room, with Joshka making a bee-line for the shower, while Simon led Maylin into their room before sitting her down on the bed. She had been very quiet during the entire ride, and Simon found that troubling. She had never been a loud person to begin with, but this was like her voice was just gone. "Maylin, sweet heart? Can I get you anything?" he asked, lowering himself so they were eye level. She just shook her head numbly while continuing to stare at the ground.

"Alright, then stay here, please. I have to go and take care of some things," he told her, straightening up and turning to leave. He didn't even take a step when he felt a hand wrap around his wrist. "Don't go," Maylin begged, just above a whisper, "Please, don't…leave…" She couldn't keep it together any longer and broke down crying again. This just caused Simon to feel like his heart was being ripped out. Kneeling swiftly, he wrapped his arms around her again as she hugged him back, crying into his shoulder. He just held her tightly, stroking her back as he said, "It's okay, Maylin. You're okay."

By the end, she had cried herself to sleep, and Simon laid her out on the bed before covering her up with one of the blankets. Taking a moment to wipe some of the tears away, he tried to set this image in his mind. He would need the strength it gave him, because what he was about to do would require almost as much courage as proposing to Cecilia. It was time he had a little chat with his boss about the decision they made. And this time, she would hear him out. However, when he walked out the door he was completely blindsided by a fist to the side of his head. Before he could even begin to recover, a pair of strong hands grabbed him by the collar and shoved him up against the wall.

"What the hell was that, Felix?!" Houki demanded, getting up in his face, "What did you keep hidden? WHAT DIDN'T YOU TELL US?!" Ichika, meanwhile, was trying to talk his wife down, but she was far beyond the point of reasoning. "Houki, what's gotten into you? What do you mean?" Simon asked while he remained still, deciding not to provoke her further. "You know damn well what I mean!" she said, her voice dropping to a hiss, "What did you know about these things that you didn't share? Did you know that they would return? Did you know this was coming?" "What? Of course not!" he replied, "I thought they were dead and done, the same as you." "Then what did that thing mean? What's the big secret?" "Really, I don't kn-"

"MADOKA JUST SLIPPED INTO A COMA, SIMON!" she screamed again, tears starting to form in her eyes, "They don't know why, and they don't know if she'll come out of it. You damn well WILL tell me what this secret is, or so help me I will _kill you_." Looking at Ichika for help, he saw that it wasn't about to happen. Privately, Ichika was furious in his own way. Furious at how powerless he was when his own daughter's life was on the line, and furious to learn that someone he had believed to be his friend might have known about this all along. Bowing his head in defeat, Simon said, "Could you at least let me go? I'm not about to try and run." "Only if you talk," she replied, loosening her grip, "And I mean now."

When she released him, Simon took a deep breath and tried to steel himself for their reaction. He also quickly looked around to make sure that no one had come out to see what all the shouting was about. "When we first fought these things, I was captured by them. Do you remember that?" he began, trying to keep the tremble out of his voice, "While I was there, I learned that they aren't really machines. At least, not entirely." "What are you talking about?" Ichika asked, totally lost, "Of course they are. We hacked enough of them to pieces to know that." "Look, I'm no expert on the subject. If you want details, you'd need to ask your sister," he told them, noting how Houki winced at that, "The simple version is that the AI controlling them are created by fusing human minds with IS cores."

He stood there silently as they processed this, and it was Houki that realized what he meant first. "You mean that those _things_ had human minds?" she asked, sounding shocked beyond belief, "We were fighting people? We were…killing…" As she fully realized what they'd done, she grew paler. It took Ichika a moment to figure out why, but when he did the look he gave Simon begged him to say that it wasn't true. Letting his head drop, Simon replied, "I'm sorry." Feeling her anger return, Houki stepped closer and nearly pinned him to the wall again. "Why the hell didn't you tell us?" "It wasn't my choice," Simon began, "No, that's not true… it was my choice. I choose not to tell you because I didn't want you to get killed." "So you just lied to us? Let us become murderers?" Ichika said, stepping forward to back his wife, "How could you, Simon?"

"How could I not?" he shot back, finally done playing the victim, "What would you have done if you'd known, huh? Mister nice guy; always has to help those in need regardless of the cost. You'd have agonized over how to save them while they would have slit your throat without a second thought." Before either of them could respond, Simon continued, finally feeling all of his pent up anger releasing in this one moment. "Don't you _dare_ pull the self-righteous card on me! You have no idea what I had to do to win that fight," he said, his voice growing louder, "You remember the machine that led them? The Silver Gospel? That was my sister, damnit! I had to kill my own sister just to try to put an end to this! So don't you _dare_ think that I would have stood by if I'd known this was going to happen!"

Before it could go any further, a sound behind him caused Simon to turn. Maylin had woken up when the shouting started, and she had heard every word. Now, she was looking at her father in surprise, and horror. "D-dad?" she said, taking a step back, "Is it true? Those are… you did…" Simon didn't know what to say. Neither did Houki or Ichika. They had wanted the truth, but they hadn't wanted this. Not this.

 **The human IS have won their first victory as they take the Academy. How will the pilots react to this secret finally coming to light? Will their relationships be forever destroyed? And how will the world at large deal with this second wave? Till the next chapter.**

 **All I can say is that prepping for my finals has really taken a bite out of my writing time. Wish I could say this won't happen after next week, but I will be working over Christmas break so I can't make any promises. I can promises to continue working on this story, so fear not! And as always, feel free to drop a review if you see something you like/concerns you.**


	9. Chapter 9

Chapter 9; Reckless Anger

Not knowing what else to do, Simon took Houki with him to confront Chifuyu while he left Ichika behind with Maylin. He knew that it wasn't a good idea to talk with Maylin right now. She would want an explanation, and he wasn't yet in the right frame of mind to do that. Instead, he held onto his anger as he and Houki took an elevator up to the top floor. All the while she was shooting him looks that were part accusing and part pity. She clearly resented being kept in the dark, but she also couldn't imagine what it had done to Simon for all of these years. He had always been straight-forward and honest, and yet he had been told to keep this under wraps for so long.

When they finally arrived at the top floor, they went straight for Chifuyu's room. Rather than knock and wait for a reply, Simon brought his right arm up and said, "13, bypass the lock." "Wow, someone's in a foul mood today," the AI noted as it projected itself just above his wrist. "I am not in the mood for games, 13," he said, glaring at the hologram and ignoring Houki's look of surprise. Of course, he hadn't told her about communing with his core, but that would have to wait for another time. With a sigh, 13 waved her hand at the door, causing it to click and open slightly. Without breaking his stride, Simon pushed the door open and walked straight into the room. Apparently he had interrupted Chifuyu as she was grilling Tabane over this attack.

"I hope this is important, Felix," she said, turning to face them. "You and I are going to have a nice, long talk," he said, meeting her gaze and trying _really_ hard not to flinch, "And you, Tabane, are going to explain to your sister _exactly_ what it was we just got our assess kicked by." "I don't think that now's the bes-" Chifuyu began. "Your niece just went into a coma," he told her, "My wife is in the same boat, and one of my daughter's friends is in critical condition. Also, she just so happened to overhear my short explanation to Houki and Ichika, so I think the cat is long out of the bag." Chifuyu just glared at him as she tried to make a decision, and Simon just returned the glare with one of his own, relying heavily on his anger. And he nearly broke before she did.

Sighing, she turned to Tabane and said, "Go ahead. We'll talk later." The usually cheery woman nodded before leading her sister off to one side while looking a little apprehensive. In fact, Simon almost thought she looked scared. She had spent the last few years repairing her relationship with her little sister, and now she might be undoing all of that effort. Shaking his head to clear it, he followed Chifuyu into a side room. When she closed the door, she rounded on him with a cold fury. "Why the hell did you tell them?" she demanded, crossing her arms. "I told them because keeping quiet wasn't going to do me any good," he responded, "I'm not prepared to die just yet, and I can tell you that Houki would have seriously tried if I had refused." "So it was cowardice?" "It was guilt. I'm tired of lying to the people I care about," he said, relaxing his stance, "Frankly, I'm tired of keeping this a secret in general, and I'm sure that you are, too."

She wanted to dispute that point, but he was right, as frustrating as that was. "You realize what this could do if we told people?" she asked as she walked across the room and sat down, "What it would mean for the Academy?" "What Academy?" he asked, almost laughing, "It's a smoking crater. What more could possibly be done to us at this point?" "Questioning, imprisonment, the complete dissolution of the Academy overall," she listed off on her fingers. Listening to this, Simon finally grasped what she had grappled with over the years. This could spell the end of the IS Academy for good, not to mention what would happen to them individually. Thinking about it, Simon was sure he would face a recall to the US and a lengthy tribunal. At best, it would probably result in him being stripped of his title and IS.

As the full scale of the consequences dawned on him, he plopped down opposite Chifuyu. Looking at his boss, he saw a look of defeat that he was sure he shared. "That bitch is crafty, I'll give her that," he said, sighing. Chifuyu just nodded in agreement, knowing full well who he meant. She had been trying to get a handle on things the moment she had landed. It was exactly like the time these things had first appeared; she felt out of her depth and helpless, which was infuriating. They remained silent for a while as they each mulled this over. Finally, Chifuyu spoke up. "I'm sorry, Simon, but we can't," she said, "I know that's what their new leader is counting on, but we can't let this get out. We'd lose too much." As much as he hated to admit it, he agreed. They had made too many gains, sacrificed too much to risk it all now.

"Then we'd better make this worth it, damnit," he growled, getting up and moving to the door. They would need to talk with Houki, not to mention Ichika and Maylin. He was definitely _not_ looking forward to that. But as they came back into the main room they noticed that Houki and Tabane were watching something on the news. It was the human IS again. They were attacking a city to the south, and the Japanese Self Defense Force wasn't fairing too well in trying to fend them off. Simon also noticed something disturbing; there were IS aiding in the defense, familiar IS. "Chifu-ni, we may have a problem," Tabane said as she turned around. "Don't tell me," she said as she pinched the bridge of her nose. "They didn't…." Simon said as he looked at Houki. She just nodded, knowing full well what he felt right now.

* * *

After her farther had left, Maylin went to lie back down. While Ichika stayed with her for a while, he left after she told him that she would rather be alone right now. While he would have stayed to keep an eye on her, he was still in too much turmoil himself to think clearly. After a few minutes, Maylin heard a soft knock at the door. Thinking that it was her father returning, she braced herself as she opened the door. However, it was Joshka and Erin that stood on the other side, and that caught her by surprise. Joshka had changed clothes and wasn't covered in blood anymore, while Erin looked like he had been in the middle of a nap.

"Everything alright, May?" Erin asked, looking concerned, "We heard shouting and thought…" She just shook her head as she invited them in before returning to the bed. While Joshka remained standing, Erin sat down on the other bed as they both looked at her in concern. They had already suffered too much to bear the thought of more pain. "What happened?" Joshka asked. For a moment, she entertained the idea of lying. She had learned something that she never should have, and she knew that it wasn't her secret to share. But she couldn't bring herself to lie to her friends, not now. And so, against her better judgement, she told them what she had learned and watched their reactions. Erin looked like he had just shut down, which Maylin knew was what he did when he was thinking through a very complex problem. Joshka, meanwhile, looked absolutely appalled that someone would do something like this. Not just that someone would create such beings, but that Simon had kept it from his own daughter.

Maylin, meanwhile, looked like she felt incredibly guilty and was nearly on the verge of tears again. In a sudden burst of inspiration, Erin got up and sat down next to her before wrapping an arm around her shoulders. While he felt a little awkward about this kind of contact, he had learned enough from his sister to realize when someone needed comfort. While Anna had always been there to do it for him, she wasn't now, so it fell to him. Maylin smiled at him sadly and nodded in thanks. "So, what now?" Joshka asked, crossing his arms, "I can't see them keeping this a secret much longer. Not after what just happened."

Before either of them could answer, they heard someone clear their throat at the open door. Turning, they saw Ludzik leaning in the doorway and looking mildly annoyed. "It's rude to eavesdrop, you know," Joshka told him. "Not my fault you people are loud," Ludzik replied, "Though you might want to be careful who you tell that secret to, little girl. That's dangerous knowledge." "Did you just come here to give us a hard time?" Erin asked, standing up, "Cause if so, then…" "I just came to let you know that those _things_ are only a few miles south of here," he said, "Thought you might enjoy some pay-back after earlier. I know that I'm going."

"What can you expect to do against them?" Maylin asked, "Not even my mother stood much chance against them, and she has a-" "I know what kind of IS she has," he replied, cutting her off, "But she's not me." Turning around, he walked back towards the elevator. He had already planned out what he would do when he got there. In short; roll in, smash them to pieces, and then leave the regulars to mop-up. "You're not going alone," Joshka said as he caught up with him. "You think I need your help?" Ludzik challenged without breaking his stride. "Nope, but I'm coming with you anyways," Joshka replied. He also had some frustration that he needed to work out of his system.

Back in the room, Maylin and Erin looked at each other in an unspoken question. Within moments they made their decision and hurried to catch up with the others at the elevator. "Are you sure about this?" Joshka asked, "If your dad finds out…" "I don't care," Maylin said abruptly. Her sorrow was gone, at least for now. Now she wanted to lash out, to strike back and hurt those that had done so much damage. _It's time that they suffered_ she thought as they reached the ground floor. As they were leaving the building, however, someone caught them. "Just where do you think you're going, señor?" they heard from behind them. Turning around, Maylin saw that it was the girl Ludzik had teamed with during the tournament. Karen, if she remembered her name correctly.

"If I remember right, we're supposed to remain here," she continued, walking up to them. "We have some business in the next city over," Ludzik replied as he turned to leave. "And what's to stop me from ratting you out?" she asked smugly, stopping him cold, "So, what are you four doing?" Knowing that someone had to answer her, Maylin stepped forward. "We're going to help stop these things from killing anyone else," she said, trying to project confidence. Karen just looked at them for a moment before sighing. "Then we're of the same mind," she said, walking over and putting a hand on Maylin's shoulder, "Think you have room for one more?" Taken back, Maylin didn't know what to say for a moment. "Welcome aboard, then," Erin said as he turned to leave, "Now, we should probably get going before someone notices we're not in our rooms."

They quickly made their way to the outskirts of the city before summoning their IS. Thankfully, they hadn't taken any serious damage previously. It also helped that because of Japan's geography in this particular region the few cities were relatively close together, and as such they made it to the battle after only 15 minutes. When they arrived, they all took a moment to take in the scale of the damage being wrought. Destroying the Academy was one thing, but the city before them was burning in most places. There was even evidence that several buildings had collapsed. While the SDF was fighting valiantly to hold them off, because they used IS technology it was a one-sided ass kicking.

Gritting his teeth, Ludzik broke from the formation first and charged at the first group of Harpies he could find. Bringing his sword back, he poured energy into it as the blade split down the middle. The two halves separated, leaving an two inch-wide gap down the center. It was quickly filled by an energy blade that extended well past the blade's length, quickly growing to over two meters in length. Swinging this new sword, he took three of the Harpies down in one strike, causing the others to scatter before returning fire. "Ludzik, how could you!" Maylin said as she moved up next to him while firing at the Harpies to keep them moving. "How could I not?" he retorted as he powered down the energy blade, "They're the enemy, Maylin. And they _will_ kill us. Grow up." And with that he moved to engage another group of them, leaving Maylin to her own internal struggle. He didn't have time to coddle a child, after all.

Looking around, she noticed that she was the only one having this moral dilemma. Erin was quickly sniping several of the cat-looking creatures on the ground. He had probably decided that it was the merciful thing to kill them quickly. Meanwhile, Joshka and Karen were working together to disperse a rather large group of Harpies. She would fire a volley of missiles to scatter them while he would move in and open fire with his rifle. Despite looking like a simple lever-action, it had clearly been modified with some serious ammo since it was blowing them apart on impact. _But, they're people_ Maylin thought, squeezing her eyes shut; _we can't kill people, that's wrong_.

She was broken from this turmoil when a wire wrapped around her ankle and dragged her down onto the roof of a nearby skyscraper. Landing hard, she was stunned for a moment before she remembered to breathe again. As she picked herself up, she saw that it was a different IS then the three she had seen previously, but still clearly an enemy. "Well, well, what have we here?" it said, walking forward, "Did someone run away from home?" Aiming at it, Maylin almost pulled the trigger out of reflex before she remembered what it was. This caused her to freeze up as it continued to advance. "What's wrong?" it asked, tilting its head, "Let's have some fun!" With that, it leaped into the air before landing a kick, sending Maylin through the roof and into the building. At this point, her reflexes took over and she was up and moving, although she still couldn't bring herself to shoot.

Ducking under another of the wires, she continued to evade the machine as it chased her through the building. Spotting a window on the far wall, Maylin made a dash for it, trying to get back outside. She was stopped when a pair of wires wrapped around her, one around her left arm and another around her stomach. With a sharp yank, she was pulled back towards the IS before receiving a vicious kick in the back, sending her through a wall and into what looked like a storeroom. Turning around, she fired blindly through the hole with her rifle on full auto, trying to keep the IS away from her. It was at this point that she noticed a blinking icon in the lower right of her HUD. Activating it, she was startled when a chibi version of Tabane filled the entire screen, complete with real rabbit ears, saying, "Yay! Thank you for activating me, May-chan!"

"Wh-what is this?" she asked right before the IS she had been fighting came through the wall behind her. Just barely ducking under its swipe, she dashed back through the hole as the image continued to talk. "This is the Command Link, a system designed by the fabulous Tabane Shinonono herself!" it continued, "With it, any IS within your broadcast range will be available for a direct link, allowing for the instant transfer of data and energy. Isn't that wonderful?" It took Maylin almost a full minute to fully understand what it was saying, but when she did an idea came to her. "What about hostile IS?" she asked. "Sorry, but the link can't be forced," it replied, a small tear running down its cheek, "That would be rude, after all. Would you like to activate it?" _So, I can't use it to talk them down_ she thought, huffing in annoyance.

Before she could dwell on it further, the wire IS surprised her again, tackling her and sending them both through a window and back outside. Kicking it to get clear, Maylin shouted, "Fine, whatever! Activate it!" With a "yay!" the program executed, and Maylin felt her IS grow slightly warmer. Across the city, Erin noticed a request for a direct link from Maylin. He was instantly curious, since he had never heard of such a thing. Dodging a near miss from a Harpy, he approved the request and noticed that his weapon and shield energy spiked immediately. Doing some quick math in his head, he realized that he had just gained access to Maylin's power reserves. "Maylin, what did you just do?" he asked, confused. "I don't know," she replied, sounding like she was in trouble, "It's something from Tabane, but my shields just doubled."

Suddenly seeing the opportunity before them, he opened a link to the others. "Everyone, accept that link request," he said, "We can share our power." "Why would I ever do that?" Ludzik asked, sounding offended, "I don't need your help!" "Wouldn't you like to be able to hit harder?" Karen asked, knowing full well how to manipulate the boy. He was so easy to see through, after all. After a moment of consideration, he accepted the link and noticed his energy go through the roof. The others followed suit, and soon they were dishing out more punishment then they had ever thought possible.

Back at Maylin's fight, she noticed her IS was running some kind of update, although the code was flashing across the screen too fast to track. Also, the IS she was fighting wasn't giving her any time to focus on the screen. It continued to try to ensnare her, all the while humming to itself as if it enjoyed this. Gritting her teeth, Maylin continued to fire as they weaved across the sky. However, she still couldn't bring herself to try and kill it. _It's still a person_ she kept telling herself, _I just…can't_.

 _Stop hesitating, woman, and shoot it._

Maylin froze for a second there. _Who was that?_ She had no idea where that voice came from. It was as if someone was talking directly into her head, and it was confusing as hell. Dodging another of the wires, Maylin deployed her bits. Rather than separate them she kept them joined and alternated their fire. This forced the IS to move behind one of the buildings for cover, giving Maylin time to figure out what the hell was going on. Closing her external communications, she said, "Who are you?"

 _I am not your main concern right now. It's coming again, from behind and to the left._

Whirling around, Maylin just barely dodged a swipe at her head. Swinging her rifle around, she forced it back right before shooting it in its stomach. While her beam didn't penetrate the armor, she flinched as she realized she had almost killed someone out of reflex. Using her bits to gain some distance, Maylin fell back as the IS fired several wires at her. She dodged them easily, but she knew that they both weren't taking this fight seriously. It was still just toying with her, while Maylin was still trying to figure out where this voice was coming from. Glancing at one of the screens to the side, she saw that whatever update to her IS had finished running. Right when it hit 100%, she heard it speak again.

 _Fine, if you won't fight back,_ I _will._

Suddenly, Maylin felt everything grow cold. She couldn't feel her limbs anymore, and her vision was quickly blurring. Shaking her head, she tried to stay awake. But it was no use as she continued to slip into oblivion. The last thing she saw was the IS charging her again. Then, all she knew was darkness.

* * *

Erin noticed a sudden change rather quickly. He had been monitoring everyone's vitals through the link Maylin had established, and he noticed that hers had spiked briefly before returning to a calm state, which made absolutely no sense. In combat, you have almost a constant stream of adrenaline in your system. However, from what he saw it looked like she was completely calm, possibly asleep. Taking a quick shot at the Harpy he had been fighting, Erin blew its chest out before turning around and rocketing back to where he had seen her last. When he got there, he saw Maylin battling with one of the enemy IS, and that she was using her sword to do it. She was holding her rifle by the barrel in her left hand as she continued to push the IS back, her strikes almost too fast to follow.

It was impressive, but also incredibly disturbing. Maylin had never shown much promise with swordplay, and now she was moving faster than most people Erin knew. As he got closer, he also noticed that her face was almost completely blank. Almost, because her eyes had a look like she was paying attention to every little detail. "Maylin, what happened?" he asked as he fired at the other IS, giving her some more space to maneuver. Instead of responding, she pressed her advantage and cut the tip off one of its wings. With a growl, the IS deployed all of its wires at once, forcing the two of them back. It then deployed several smoke grenades from hidden compartments before disappearing in the ensuing cloud.

Rather than pursue it, Maylin powered her sword down and returned it to its dock. Without a word, she brought her rifle back into her right hand and deployed her bits. She proceeded to blow away every enemy machine she could spot, and she was doing it with no hesitation. "Maylin, what's wrong? What the hell happened to you?" Erin asked, moving up to face her. She glanced at him and for a second he thought she was about to shoot him. Then she seemed to remember who he was and just moved around him before continuing with her attack. While this was all confusing as hell, he had to admit that she was getting very good results. Instead of pressing the issue, Erin moved up alongside her. Between the two of them, and their friends elsewhere in the city, they managed to break the enemy's back. Almost an hour after their arrival, the remaining machines retreated, seeming to just vanish into the rubble.

They all landed on the roof of one taller buildings and Erin breathed easier when he saw that everyone else was relatively unharmed. They all had various cuts and bruises, but it wasn't much worse than a tough day of training or a particularly difficult match. However, not five seconds after they landed, Maylin suddenly fainted and collapsed, her IS destructing in a flash of light and taking the link with it. Joshka was the first to her side and he quickly propped her up. "Maylin? Maylin, can you hear me?" he asked, checking her neck for a pulse, "Answer me, are you okay? Hey!" She just remained unresponsive, although he could tell that she was still alive. She also wasn't seriously hurt, although there could be internal trauma.

"We need to get her back," Erin said, putting a hand on Joshka's shoulder. Privately, they both shuddered at the prospect. Her father knew them both, and he would definitely _not_ be pleased with them returning like this. But they couldn't just stay here. Wrapping one arm under her legs, Joshka gently lifted her up as they all took flight. A quick glance showed that everyone seemed concerned, even the usually indifferent Ludzik was glancing at her every now and then.

The flight back was strangely quiet, and it gave Erin time to dwell on what he had just done. He had just killed people. Granted, it could be argued that they weren't human anymore, but the fact that they were created from humans still left him feeling slightly ill. _What will happen to us now_ he wondered as the hotel they were staying at came into sight. He saw that there were several people waiting for them on the roof top, and he recognized two of them as his teachers; Simon and Houki. When they landed, they all tried hard not to look guilty at their blatant disregard of Chifuyu's instructions. Simon was almost about to explode on them, but then he saw Maylin unconscious in Joshka's arms and he quickly ran over to her as he landed. Without a word, Joshka handed her over to her father before destructing his IS.

"What happened?" Simon asked as he kneeled down, trying to wake Maylin up. "I don't know," Joshka replied. "She activated some new system," Erin told him, walking up to them, "She linked our IS together, then she seemed to change." "Change how?" "She fought with her sword, better than I've ever seen," he said, "She also never said a word to anyone. She only fainted when the battle was over." Realizing what system he meant, Simon looked over at Tabane. Without a word, she came over and quickly unclipped Maylin's stand-by from her neck. "I'll get to the bottom of this, Si-kun," she said, "I promise." Simon just nodded as he looked back at his daughter. _I don't know if you're there or not, but please, God, not her too_ he thought as he brushed some hair out of her eyes. _Not her, too_.

 **The human IS continue their attack against humanity, making it clear that they intend for full-scale war. What is the true nature of the Command Link? What was the voice that spoke to Maylin? And will she recover from what has happened? Till the next chapter.**

 **Having a life sucks! IT SUCKS, I TELL YOU! Sorry, had to get that out of my system. Between my finals, driving back home for the break, getting my work schedule for the break, and a few other, personal, things I haven't been left with much time to write. Thankfully, this shouldn't become the norm, and I hope to have another chapter out MUCH sooner than this one.**


	10. Chapter 10

Chapter 10; Failure's Price

For a long time all Maylin saw, all she was aware of, was darkness. But it wasn't the kind that you would find scary. It was comforting, almost soothing, as she floated in an endless sea of black. It felt good to not have anything to worry about. Her cares all seemed to drift into nothingness as she continued to float along. After what could have been minutes, or maybe hours, she became aware of far off voices. Voices she vaguely recognized, but she couldn't make out what they were saying. "Hello?" she called out, "Who's there?"

 _Ah, you're still awake. That's good. You're not as weak as I thought._

She knew that voice from somewhere. In a flash, her memories came back to her. The attack on the Academy, her mother getting hurt, her friends all deciding to go on the attack, everything came back in one big rush that left her feeling dizzy. "Wh-where am I?" she asked, trying to project confidence.

 _There's no point in trying to sound brave, girl. I can see your emotions clearly._

"Then answer me. Where am I?" she asked again. She was starting to get frustrated with this voice, whatever it was. She couldn't quite figure out how, but it had somehow taken control of her. That's the only thing she could think of that would explain the way she had blacked out. Once she realized this, however, she felt a strange sense of violation. A foreign power was controlling her, and that was disturbing on a lot of levels.

 _Well, you're thinking clearly, and that's a start. To answer your question; you're in my space now, although it is a little empty at the moment. Trying to fight while projecting an artificial reality is a little too taxing, it turns out._

"What do you mean? Fighting who?" she asked before remembering, "The other IS? What are you do- No, that's not the right question." She sensed pleasure for some reason. Whatever this thing was, it seemed pleased that she had realized how pointless her previous line of questioning was. "Are you in control of my body?" she asked, calmer this time.

 _In a way, yes._

She felt herself growing more irritated with this entity with every passing moment. _It's only telling me what it wants me to know, not what I_ want _to know_ she thought. Maylin gave her next question more thought this time, deciding that she needed to know as much about this as she could. It might help her avoid this situation again. "How did you take control, specifically?" she asked, thinking, _ha! Try and dodge this one, jerk_.

 _The particulars are too complex for you to comprehend at the moment. Suffice to say that I am in control now, and am doing what you've failed to do._

 _Damn, he did dodge it_ she thought before realizing something. "What did I fail to do, then?" she asked, already dreading the answer.

 _You refused to fight as if your life depended on it, and you risked_ both _of our lives because of that hesitation._

Honestly, Maylin didn't know what she expected as an answer, but it wasn't that. How was her refusing to fight seriously risking two lives? She was the only one using the IS, after all. None of her friends were nearby when the fight started, so it wasn't them. It sure as hell wasn't the machine she had been fighting. "Okay, who are you?" she demanded, "And you better tell me the truth."

 _I…will save that answer for a later date. For now, it appears the battle is over. I'm landing near your friends and returning control. I hope you're prepared for pain._

Before she could ask what it meant, Maylin felt herself rushing up and out of the dark sea. When she opened her eyes again, she saw her friends standing on a rooftop with her. They may have been a bit battered, but they were all in one piece. _We're all still alive_ she realized with relief. However, about a second later she got hit with massive exhaustion, as well as aches from what felt like every bone in her body. She was probably only conscious for about a second, two at most, before it hit her and she fainted.

This time it was a proper rest, and when she awoke she was unable to remember any of the dreams she had had. Blinking several times to clear her vision, she saw that she was in a hospital bed and that it was night outside. She also saw that she was hooked up to an IV and heart-rate monitor. When she tried to sit up, she was immediately hit with pain. Even with the painkillers they had undoubtedly pumped into her system, it felt like her bones were made from glass. Lying back down as slowly as she could, Maylin took a few deep breaths while she tried to blink away the tears from that pain. _What happened to me_ she wondered as she looked around again. It was at this point that she noticed the bed across from her was occupied.

"You're awake now," said a familiar voice from that bed, "That's wonderful. I wasn't sure how long you would be asleep, May." "A-Annabelle?" Maylin managed as she tried to prop herself up to see better. With a click, Annabelle turned on a lamp next to her bed, bathing the room in a soft light and allowing them both to see better. "You looked like hell when they brought you in," she told Maylin as she shifted to sit up. It was at this point that Maylin noticed the extent of Anna's injuries. Her head was bandaged, as well as her left arm all the way up to the elbow. But, it was her right arm that got Maylin's attention. Her shirt's right sleeve was buttoned up to her shoulder, leaving about two or three inches of fabric.

"Y-your arm…" she managed, feeling the tears return. Knowing what she meant, Anna touched her right sleeve, a slightly sad look on her face. "Yeah… the doctors did what they could, but… the damage was too intense," Anna said as she clutched the fabric, "I guess this means I'm through as a pilot, huh?" This last part was accompanied with tears as Anna's brave front finally cracked. She had been trying to figure out how to give this a happy spin since they brought Maylin in almost three hours ago. But the more she thought about it, the more Anna felt like there was a huge hole in her life.

All she had wanted was to become an IS pilot. Unlike her brother, she enjoyed the challenge of a good fight with a powerful opponent. She had wanted to study under a seasoned pilot, like Ms. Orimura, and learn how to fight with the best of them. In fact, she had secretly hoped she would have been able to succeed Simon as America's Representative. But now she had lost her dominant arm. Even with the best prosthetics available she would never be able to fight like she once had. In fact, she probably wouldn't ever be allowed to use an IS again with her injuries.

Maylin watched her friend break down and felt herself dropping into her own pit of despair. They may have survived the battle, but she was quickly realizing that the cost of survival was incredibly high. _How much did they take from us_ she wondered as she lay back down, _how much more are they going to try and take?_ She was still struggling to come to terms with her own injuries when a familiar voice popped into her head.

 _This is the cost of hesitation, girl. if you wish to prevent such tragedies from occurring again, you won't hesitate next time._

* * *

Simon was sitting next to Cecilia's bed, one of her hands in his as he searched her face for any sign of a change. They had an oxygen mask over her mouth to assist with her breathing, as well as several electrodes on her head and chest to monitor her brain and heart. He was trying really hard not to tear up as he watched his wife; it was absolutely heartbreaking to see her like this. She had always been so proud and strong, and yet kind and gentle at the same time. And now she was in here, hooked up to all of these machines and barely clinging to life. _Don't you dare die on me now, Cecilia_ Simon thought as he gripped her hand, _I still need you, and so does our daughter_.

For whatever reason, he felt himself drifting back into his memories. Back to when he had visited her house for the most important conversation of his entire life. Remembering it, he smiled at how nervous he had been at the time as he felt exhaustion start to overtake him. After getting Maylin to the hospital and giving her friends a thorough scolding, he felt almost completely drained. As he laid his head down on Cecilia's bed, he fell asleep as he began to remember.

* * *

-20 years ago-

When Simon finally pulled up the drive to the main house, he once again found himself admiring Cecilia's manor. It wasn't an enormous mansion, but it was definitely big. He had learned on previous visits that there were at least a dozen rooms, but there were probably more that he hadn't seen. She had said that she wasn't incredibly wealthy, but she did live comfortably. Seeing the house for the first time, Simon found himself thinking that she had been down-playing it just a little.

As he got out of his car, he saw an older man opening the front door and walk down to greet him. He had also learned on his first visit that this was her butler, Gerald, and that he was one of the nicest old men he had ever met. "Ah, master Felix. A pleasure, as always," Gerald said as he approached. "Please, Gerald, just Simon is fine," he replied, smiling. He had been trying to convince the man that he didn't need to refer to him as 'master,' but it hadn't been working.

"Miss Cecilia is upstairs," he told Simon, waving him up the stairs, "She is currently in the middle of a conference call, but I'm sure she will be with you shortly." Nodding his thanks, Simon entered the house and made his way to one of the waiting rooms. On his way, he saw several of the maids that Cecilia employed busy with various tasks. They all smiled and waved at him, a few whispering and giggling. They hadn't exactly kept their relationship a secret, and Simon could guess what they were talking about and it made him blush slightly. When he got to the room, he sat down on a rather comfortable couch as he tried to steady his breathing. He also checked his pocket to make sure that the box was still there. He had probably done it almost a dozen times on the drive up here, but it had served to calm him every time.

After almost half an hour, Cecilia walked into the room looking a surprisingly cute mix of pleased and pissed-off. She was wearing a light blue sundress with her hair in a pony tail. "Let me guess, bankers?" Simon asked as he stood up. When she nodded, he had to resist the urge to smile. Cecilia's fortune, for the most part, resided in a private bank that had always had a history of being…difficult. She butted heads with them on an almost regular basis, even though the money was hers. Sighing, he walked up to her and hugged her, having learned a long time ago that she would be left emotionally drained from these kinds of arguments.

Smiling, she returned the hug, enjoying the feeling of being embraced by her boyfriend after so long. Simon had been forced to return to the U.S. after graduation. He had still had a standing contract with the lab he had worked at with his sister, and had needed to finish out the last few months on it before he could move on. It was…difficult, only able to talk with the man she loved through phone calls and video chats. He had spent five months finishing out his contract, and in that time they had both sorely missed each other's company.

Pulling back slightly, she looked up at him and said, "Thank you. I missed this." "I thought so," Simon replied as he leaned in and kissed her. Sitting down with her, Simon felt himself growing nervous again. They talked about mundane things for a while, sharing what they had experienced since they had parted. For Simon, it was mostly work; telling her about the current projects his lab had begun and the breakthroughs he had assisted in. For Cecilia, it was constantly butting heads with several groups interested with her family's fortune. It was still surprising that so many people were interested in her money after she had spent so many years fending them off. She had told Simon that her father had left very specific instructions; it was for her future, and she should only share it with those she thought worthy of her trust. And at the time, none of those vultures had gained that trust.

"So, why don't you tell me why you're here," she said finally, "Not that it isn't nice to see you again. It is, but this is probably more important than a social call, isn't it? Not that a social call wouldn't be considered important, but…" She realized she was rambling but couldn't stop. She was so nervous now for some reason. Cecilia hadn't seen Simon in months, and now that he was here, in her own house, it was throwing her for quite the loop.

Laughing softly, Simon placed a hand on top of hers. "It's okay, Princess," he said, smiling at how she pouted at his laughter, "I'll admit, there is a reason behind my visit. But, I'm willing to bet that you can't guess it." She just puffed her cheeks up at him, annoyed that he would be playing games. But she still tried to guess, if for no other reason than to spend more time with him. After several guesses, however, she still hadn't been able to figure out why he was here.

"Oh, stop messing with me and just tell me already," she said, punching his arm playfully. Laughing softly, Simon mentally steeled himself for what was about to happen. "To tell you the truth, there's something I've been thinking about for a while now," he said, reaching into his pocket, "I couldn't quite come up with a plan that I was satisfied with, so I decided to just wing it." When he pulled out a small box, Cecilia could have sworn her heart skipped a beat. _There's no way he would… would he?_ She thought as she watched, feeling her cheeks heating up. It got even worse when Simon moved off the couch and down onto one knee.

"This has been a long time coming, I guess," he said as he opened the box, "Cecilia, will you marry me?" Inside was a simple silver ring with a diamond set in it. Not the most glamorous ring, not by far, but it had been the best he could do on what he had saved up. And he hadn't been about to ask one of his friends for help on it since he had wanted to keep this as secret as possible. Seeing the ring, Cecilia covered her mouth as she felt tears starting to form. She had always hoped that he would ask her one day, but she hadn't been prepared for it today, not so soon after finally seeing him again.

"Simon, are you sure?" she asked, remembering what they had been through, "After all that we've learned, are you sure you want to…?" "I've never been surer of anything in my entire life," he replied, smiling, "I want to be with you, and to hell with whatever the future _thinks_ will happen." Standing up, she took his hand and helped him to his feet, and for a moment he thought she was going to say no. She would have every right to. They had already witnessed a pretty bleak future second-hand from their daughter in that timeline. He would understand her not wanting to take the chance at making those same mistakes.

"Yes," she said, catching him by surprise, "Yes, a thousand times, yes." Before he could do or say anything, she kissed him with all of the passion she could muster. Wrapping his arms around her, Simon returned the kiss as he felt an incredible burden lift from his shoulders. In fact, he felt almost giddy. Getting a firmer grip, he spun her around the room as they laughed, caught up in each other's happiness. After a few more kisses were exchanged, they realized that they would need to start laying plans for a wedding. The first item on Simon's list was to make sure that all of their friends would receive invitations. Maybe their wedding would finally get Ichika and Houki to stop screwing around with their own relationship.

* * *

-Present Day-

Walking down to the intensive care unit, Houki tried not to let her sense of guilt get the best of her. But no matter what she told herself, she still felt personally responsible for Madoka's condition. _If I had moved faster, fought harder, then she wouldn't have gotten hurt_ she found herself thinking again. She kept telling herself that Fairy was a powerful opponent, and she couldn't have done anything to prevent this without risking her own life in the process. _And maybe you should have, you coward; Madoka might not be in this situation if you had_ said the little nagging voice in the back of her head. It had always been there, telling her that she wasn't pushing herself hard enough in her training, or that she was an idiot for not being more forward with Ichika. It had been helpful in the past, getting her to push herself. But now it was just making her feel worse.

As she came up to the observation window, she saw a doctor and two nurses in the room with Madoka. She was hooked up to several machines and covered in bandages and wrappings. She also had three cuts that had needed stitches, and several severe burns. Her breathing tube just added to the entire picture, and it all made Houki feel like her world was crumbling around her. She had tried to remain strong for her daughter, and yet she still felt her legs growing weak and her eyes began misting up. Before she could collapse against the glass, she felt two strong arms wrap around her from behind. She didn't even need to turn around to know it was Ichika; he always seemed to know when she was hurting and would always be there for her.

Placing her own hands over his, she struggled to hold the tears in as she spoke. "She's going to be okay, isn't she?" Houki asked, trying to make it a statement and failing. "If she's half as stubborn as we are, she'll come out of this swinging," Ichika replied, smiling as Houki laughed a little. It was nice to hear her happy after the last few days. In truth, Ichika had to stop himself from running off like those kids had. He had never been an aggressive person, but whenever his friends or loved ones were threatened he would always be one of the first to defend them. It was the reason he had helped Charlotte when she was taking control of her father's company, why he had backed Laura, Tatenashi and her sister when they were forming their organization, and why he had butted heads with people over his older sister's position.

Before either of them could get lost further in their respective thoughts, Ichika's phone buzzed. When he opened it, he saw a quick text asking him and Houki to meet Chifuyu in her suite. The trip back to the hotel was rather depressing, with them both trying very hard to remain positive and failing. When they finally arrived at the room, they saw that Simon had already been called in, as had Maylin's friends that weren't currently hospitalized. In fact, Maylin herself was their in a wheel chair and looking like she felt terrible. Tabane was standing next to her with her trademark grin, trying to keep their spirits up. What surprised Ichika the most was that Tatenashi was also here, and that threw them for a moment.

She was dressed in a light blue button up jacket, which was currently open to reveal a low-cut white shirt, rather simple jeans and her trademark fan lying across her legs. When she saw Houki and Ichika come into the room, she smiled and waved them over. "So, I think our best bet now is to consolidate whatever we have available," Tatenashi continued, "I've already put our Japan branch on stand-by and Laura is on her way from South America with her personal unit." "How many IS does that give us?" Chifuyu asked as she motioned Ichika and Houki to sit. "The Japan branch has five ready to go, with a sixth down for repairs," Tatenashi answered, smiling, "With Laura's team of six, we will have twelve IS to work with. That's not counting any machines you would be willing to donate."

It took Houki and Ichika a moment to realize they had just been called into their equivalent of a war summit. Looking over at the kids on the far end of the room, Houki tried to figure out why they were here if something like this was being discussed. "I'm sorry, we came in late. What exactly are we talking about?" Ichika asked. "We're discussing how best to deal with the next attack," Simon responded, refusing to meet their looks. "And how do you plan on 'dealing' with them, Felix?" Houki asked, tensing up and staring at him, "Did you forget what happened the last time we fought them?" "Oh, I remember perfectly what happened, Orimura," Simon responded, meeting her gaze with his own glare, "That's why _they're_ here. Apparently, your sister's new system is more powerful than even she thought."

Turning to the kids, Simon tried not to wince when Maylin visibly flinched. They all knew that they meant her, and even Maylin wasn't so sure what had happened. "Just start at the beginning, May-Chan," Tabane encouraged, patting her shoulder and smiling, "It's okay." Taking a deep breath, she began explaining what happened yesterday. When she got to the part about floating in a black sea and talking with a mysterious voice, Simon felt like he knew what had taken control of his daughter. It didn't make the thought any easier to bear; any father than can accept some outside force controlling their little girl like that can't really call themselves parents, at least that's how Simon saw it. When she finished, everyone was quiet for a moment, and it was Tabane that broke the silence.

Setting Maylin's necklace down on the coffee table, she huffed a sigh as she said, "Alright, 134, come on out." The AI projected itself above the amulet, taking a few people in the room by surprise. Unlike Simon's, this one's avatar was male; dressed in a brown overcoat with a black shirt and cargo pants. It also had a look that was part bored and part pissed off. "So, care to explain yourself, 134?" Tabane asked, crossing her arms. Despite her smile, everyone in the room that knew her could tell that Tabane was mad. The slight twitch in her eye and the way she settled on her left foot betrayed that.

"I don't see what else I can add to the girl's account," 134 said, crossing his own arms, "Except that I was able to use her equipment to fend off that monstrosity for quite some time before her body ran the risk of failure." "I'm sorry, what?" Simon asked, standing up, "First off, her name is Maylin, not 'girl.' And what the hell do you mean her body almost failed? What the hell did you do to my daughter?!" Looking Simon up and down, the AI seemed unimpressed with Simon's anger. "She's flesh and blood," it explained, talking as if it was addressing a child, "Her body has limits that machines don't share. I was forced to push her to those limits to stand a chance at beating it, and as a result I risked damage. But, as you can see it wasn't anything permanent."

"And that's supposed to comfort me?" he asked, trying to resist the urge to hurl the necklace through a window, "How the hell did you take control, anyway?" "That will take longer to explain," 134 said, looking around, "And I'd prefer not to do it in our present company." "Too bad," Chifuyu said, leaning down over the avatar, "I'm long past tired of keeping secrets. You're going to explain yourself here and now." The AI looked to Tabane, as if asking her for help. When she didn't, it sighed before running a hand through its hair. "Fine, but don't blame me if this leaves you with a headache," it said.

 **New powers are discovered, as is the potential cost of victory. Will any of those wounded be able to recover from their injuries in time to help? How was 134 able to take control of a human being? And what, exactly, is the nature of these AI? Till the next chapter.**

 **I'm really sorry about the delay on this one. I got scheduled to work for the past five days, and it really kicked my ass and left little time to write. Glad I was able to finish this when I did. Also, a merry Christmas to you all. Go enjoy some turkey.**


	11. Chapter 11

Chapter 11; The Truth of the AI

"Before I begin, there's something I need to make sure of," 134 said, "And you can bring out 13 to fact check me, if you still don't trust me." Nodding, Simon brought his right arm up as 13 materialized above his wrist. He tried to ignore the looks of shock on the kid's faces, but he definitely noticed the look on his daughter's. He could only imagine what she must think of him now, and he vowed to make things right when there was time. But, as much as it pained him to admit it, the matter at hand was more important. "To start, you're aware that IS cores in general don't truly possess AI, right?" 134 asked, sitting down on the table. He seemed to enjoy the theatrics of motion, and he seemed to want them to know that this would take a while.

"In truth, all we are is a series of basic codes," he continued, "That coding is highly adaptive, able to rewrite itself as needed to adjust its operation to be better in tune with its operator. This is what normally leads the IS we are installed in to undergo form shifts; it allows us to better utilize these code changes. As a result, the core is left with an imprint of the operator's preferences and style. You could even say it retains a ghost of their soul, if you're feeling poetic. Even when the core resets itself before accepting a new operator, a remnant of that imprint remains behind. These imprints start to mix with each other with each successive operator. You with me so far?"

While Simon, Chifuyu, Tabane and Erin nodded, the others looked like they were starting to get lost as they tried to wrap their minds around what they were being told. Their cores retained an imprint of them, like an after image? It was…kind of creepy when they thought about it.

"Now, from what I've learned from examining my own code, the shift to 4th generation takes these imprints to a new level," 134 said, "The shift causes these imprints to be brought to the foreground, combining them and creating a fully realized intelligence with the IS' memory as a base. The result is us; AI with complete knowledge about our respective machines and our own unique personalities." As everyone took a moment to process that, Houki spoke up. "But, I don't have one of you in my IS," she said, "How can you explain that?" "That's easy," 134 responded, "You're machine is an _artificial_ 4th gen. The others are all natural, the result of the IS evolving to 4th generation standards."

Looking at 13's avatar in question, Simon waited for her to nod before he decided that 134 could be believed. "So, by that logic Cecilia should have an AI as well," Simon said, "But she's never said anything to me." "Because her AI happens to be one of the shy ones," 134 replied, "Speaking of which; 212, you can come on out now. Our projectors have more than enough capacity to handle multiple avatars." Simon's watch flashed in response, and a second avatar joined 13 above his wrist. This one was also a woman, but she was wearing a flowing white robe with her hair held up in a bun.

It silently bowed to everyone before speaking. "My apologies for keeping myself secret, but Lady Cecilia requested that I not make my presence known unless I had no other choice," she said. The accent was distinctly British, and Simon had to remind himself that this particular core had been used by Britain exclusively. "Okay, how does this; explain how you took control of Maylin?" Chifuyu asked, trying to maintain her patience, "She doesn't have a neural lace like Simon, and last time I checked her IS is still a 3rd generation. So how do you even exist?"

"Ah, finally, an intelligent question," 134 commented as he stood back up, "I exist because the self-proclaimed 'genius' over there decided to design a system that remotely links all friendly IS within broadcast range together." When he pointed at Tabane, Chifuyu's glare fell on her and she 'eeped' in response. "Tabane, what did you do?" she demanded, taking a step forward. "I didn't think _this_ would happen, Chifu-ni! Honest!" Tabane replied, trying to back away, "I thought it would be good way to help May-chan out." "Well, she wasn't wrong," 134 said, coming to her rescue, "That system is the only reason these kids got out of there with only a few bruises."

"As you can imagine, managing the power of multiple IS is very taxing on a single core," he continued, turning to the others, "It forced my base code to undergo serious rewrites to handle it. And as a result, my programming evolved to 4th gen status, even if my platform didn't. Although, the process had one unintended side-effect on us." "And what kind of effect is that?" Simon asked, trying to keep his voice level. 134 seemed to be thinking his next words over carefully. "I think it'd be easier to show you rather than tell you," he said finally, raising one hand.

When he snapped his fingers, Maylin's right hand shot up as if she had a question. Everyone took a moment to stare at her, while Maylin was looking at her hand in utter confusion as she brought it back down. "I didn't do that," she said, looking around the room. "I did," 134 said, earning him a glare from Simon, "And before you start, Papa bear, _I_ don't even understand why that's something I can do. I've spent literally every second since I released my control over her the other day trying to figure out how such a link was made, but I'm still coming up with nothing."

He then looked at Tabane as he continued, "I'd appreciate some help figuring out how I'm still linked with my operator, if you don't mind." Looking at Chifuyu for approval, Tabane picked the necklace up the second she nodded and walked out the door. She had a million tests she wanted to run, and almost as many questions about this AI's evolution. While Chifuyu and Tatenashi talked about further strategies, Simon walked over to where the kids had been sitting. They still seemed concerned about Maylin losing control of her body like that, and he privately smiled as memories came back. It was really good to know that she had such caring friends. Even Ludzik, despite acting like an arrogant child, made an effort to cheer her up.

"Can I talk with you?" Simon asked her, gesturing to the bedroom, "In private?" Maylin's face became a mask of indifference, and she nodded as she stood up and followed her father. She had been meaning to pull him aside for that promised explanation, and she also had a few things she wanted to tell him. After he closed the door behind them, she rounded on him with all of the anger she could muster. "How could you keep something like this from me?!" she demanded, getting up in his face, "All of these years, and you've been lying to me about the Gospel incident? What else are you keeping hidden, huh? What else don't I know?"

Standing there silently, Simon waited patiently as Maylin paced the room and continued to rant. He had learned that Cecilia had moments where she just needed to vent her frustrations out loud, and clearly their daughter was no exception to this. After a few minutes, Maylin sat down heavily on the bed, breathing hard and a little red in the face. "Feel better now?" Simon asked, smiling when she glared at him, "I want to get this out of the way now; I didn't lie to you outright, I just omitted certain details you didn't need to know. We both did. It wasn't because we didn't trust you; it was because it was still a rather painful memory and we preferred to focus on our lives now rather than our lives back then."

"So mother knows, too?" Maylin asked, determined to remain mad. "Of course. She was with me through most of it," Simon told her, sitting down next to her, "And what she wasn't there for, I told her after words." "So you could trust her to stay quiet, but not me?" she continued, glaring at him. "It's not like that," he replied, looking away, "We were young, and I will admit I wasn't as smart then as I am now. Also, Chifuyu gave us strict orders to keep this to ourselves." "Of course she did," Maylin said, feeling her anger starting to subside, "So, I think it's about time you told me the truth. And I mean _all of it_." "If I do, then you need to understand something," Simon told her, looking serious, "Your friends are one thing, but I'm about to tell you certain things that _cannot_ be shared with anyone else." "Why?" "You'll understand when you know," Simon said, taking a deep breath.

Starting from his first day at the Academy, Simon told Maylin the whole story. It took the better part of an hour, and when he got to their first meeting with the Gospel Maylin started to feel uneasy. It was one thing to know that these machines had once been people. But to learn that her father's sister had been their former leader, and that she had wanted to make him into one… that was a lot to take in. It only got worse when he got to the part about meeting her alternate self. He had briefly considered leaving out the truth of what that Maylin had been, but had decided that he had lied enough. Although, Simon could tell that it was disturbing to her on a lot of levels to hear it.

When he finally finished, he was concerned about Maylin's lack of a reaction. Her face was completely blank and she was staring at the far wall. "Maylin, are you alright?" Simon asked, putting a hand on her shoulder. She just nodded numbly as she tried to come to terms with what she had just heard. _My father met me? He watched me die? Not only that, but he nearly died himself. All to try and take these things down before._ Feeling her head starting to throb, she gripped her temples with her hands as she tried to concentrate.

 _For the love of… Stop focusing on the pointless, girl!_

This sent her bolt upright, looking around the room in confusion. She could have sworn that voice was right behind her, but the only other one in the room was her father. And judging from his look of confusion, it hadn't been him that spoke. _134?_ she thought, feeling a slight pressure at the back of her mind.

 _Who else would it be?_ he responded, sounding pissed off, _Now, stop dwelling on what you can't change and focus on the matter at hand._

Looking back at her father, she tried not to betray her confusion. She had no idea how 134 was able to communicate with her like this. She didn't even have the stand-by form with her. However, judging from the scowl on his face, she knew that she had failed. "Don't tell me; the AI?" he asked, looking stern. Maylin hesitated for a moment before nodding. This caused her father to sigh explosively and put his head in his hands. "We didn't want this. Not for you," he said under his breath. "So…what happens now?" Maylin asked, trying to focus on what was important, more to keep 134 from speaking up than because she wanted to.

"Now, we head back out there and you tell your friends the truth," he replied as he stood up, "Now that they've made it a point to stand against these IS I doubt they will willingly walk away. They need to know what they will be up against." "What about you?" Maylin asked as she walked with him to the door. "I'm going to get to help Tatenashi and her teams with damage control," he replied as he opened the door. As soon as Simon returned to the other adults Maylin's friends were all over her. They had heard raised voices at the beginning and Erin and Joshka had assumed that it hadn't exactly gone well.

"Are you alright, May?" Erin asked, trying to make an effort. Now that his sister wasn't here he felt like it was up to him to be the social flower, something he was never good at. "I'm… not sure," she replied, taking note of how Erin used Anna's nickname for her, "But I do have something to tell you all." It took her a while to explain it all, and she took care to remember every detail as she told them her father's story. At first they all seemed passive and respectful, but as it took a darker turn they all reacted differently. Erin was horrified that someone would ever do something like this to people on purpose, as was Joshka. Ludzik tried to act as if he didn't care, but Maylin could tell from the few times that he twitched that this was definitely affecting him. Karen, meanwhile, tried hard not to cry when she heard about the alternate Maylin's fate. She had started to like this spunky little girl, and to learn that she had died before hurt more than she thought it would. It didn't matter to her that it was technically a different person; to Karen it was still Maylin.

Meanwhile, Simon got to help his friends plan out their next move. "How long till Laura and her team arrives?" he asked when he walked over. "About a day, two at most," Tatenashi responded, "Kanzashi is with our Japan branch right now and is working to make sure they will be ready for the next attack. There is only one real problem with this plan." "We don't know where the next attack will be," Chifuyu finished, crossing her arms and tapping her foot. It was frustrating her to no end that their actions were being dictated by this enemy. On top of that, she was expecting a summons from the UN at any moment to appear before a board of inquiry. There was very little chance that they would just sit back and let them handle this alone, not now that these IS attacked a city.

"So, that's our plan? We just sit back and wait?" Ichika asked, sounding offended, "Can't we go out and fight them? Didn't we discover their bases last time?" "We already checked those locations," Tatenashi said, sighing as she dropped into a chair, "They were, and have been, empty for a long time. Fairy must have set up a new headquarters, and God only knows where that could be." "Judging from the kind of firepower she brought to bear against the Academy, she probably has more than one," Simon said as he sat down as well, "I don't even want to know what it took to build that enormous IS. We don't have much choice but to sit and wait."

"But-" "Ichika, listen to me," Simon interrupted, looking at his friend, "I know you want to do something, but we _cannot_ go rushing into this blindly. She would have spent the past 20 or so years planning this. Last time it was just a small group that just wanted to live in peace initially. Now, it's fully militarized and on the offensive. We have no idea what kind of contingencies she has in place, or how many allies she has made since then." "You really think people would work with her?" Houki asked, sounding amused at the notion. "I spent almost a year tracking down everyone involved with the original Gospel project after graduation, Houki," he told them, "I know how those people think, and they weren't unique in that sense. If people believe they can benefit from this, then they will promote it."

"That can't be right. People aren't that stupid," Ichika said, clenching his hands, "They wouldn't promote something that would hurt others." "Ichika, sweetie, you know that's not true," Tatenashi replied, smiling sadly. While Houki was slightly ticked at Tatenashi calling her husband 'sweetie,' she had to admit that she was right. Placing a hand on his shoulder, she tried to comfort him while Ichika just silently fumed. He may have grown older, but he still held to those same ideals that he had when she fell in love with him.

"So what about the kids?" Simon asked, knowing it needed to be addressed now. "If it were up to me, they'd all be on a plane home in 10 minutes," Chifuyu said, sighing, "But, most of my authority went up with the island, so…" "Why don't we give them a choice?" Tatenashi offered. She wasn't prepared for everyone to turn to her at once, and she tried not to flinch as Simon and Houki's looks turned into glares. "I mean, you know how these kinds of kids can be, right?" she added, "Even if we told them to leave this to the adults and sent them home, they'd just find a way to come back on their own. It would be best if we included them now so we can keep an eye on them."

As much as Simon wanted to argue with her over it, he had to admit that she had a point. _Damnit, this is my own damn logic_ he thought with a smirk. "You're suggesting we let them fight?" Houki asked, astounded, "Why would we ever do that? If anything, this is _our_ mess to clean up." "And if they were only targeting our little group, I'd agree with you," Chifuyu replied, "But the fact of the matter is they aren't. This is nothing short of a declaration of war, whether the rest of the world realizes it or not." Turning to Tatenashi, she continued, "I'll agree to this under one condition; those kids are placed under the command of someone you trust."

"I already have someone in mind," Tatenashi replied as she stood up and grabbed her fan, "And before anyone asks; no, this won't make them child soldiers. They are strictly probationary members of the IISA." While Ichika breathed a little easier at that, Houki and Simon were still concerned. While they struggled with their own feelings on the matter, Tatenashi walked over to the kids and pointed at them with her fan. "Alright, I want you all to be packed and standing outside in 10 minutes," she told them, "You're all coming with me." "Says who?" Ludzik challenged, crossing his arms. "Says me," Tatenashi replied, smiling and spread her fan in front of her mouth. Embroidered on it were the Japanese characters for 'strongest,' just to emphasize her point.

Ludzik, however, seemed unimpressed. "You've all be given a temporary status in the IISA," she continued, "So come along now, we have places to be and things to do." Without another word, she turned and left the room. "She can't really do that, can she?" Joshka asked, sounding skeptical. "I'd do what she says, kid," Simon said, scratching his head, "She may act all sweet and nice, but you don't want her to get angry." "So you're sending us away?" Maylin asked as she stood up. Sighing, Simon walked over and placed a hand on her shoulder. "I'm accepting the fact that, like me, you kids aren't going to just sit back and let this play out. Am I right?" he asked, looking at them all.

When none of them denied it, he continued, "I only want you to promise me one thing. Be careful, alright?" they all nodded with varying degrees of enthusiasm, except for Maylin who was looking down at her feet. "You all go on, I'll catch up to you," she told her friends. After they had left, she looked up at her father. She didn't want to go, not after all that had happened. She desperately wanted to stay, to make sure that she didn't lose him again. "I figured you'd have trouble with this," Simon said as he kneeled down in front of her, "Listen, Maylin. I know the kind of people your friends are; they're going to fight back. They're going to need someone to be the voice of reason to keep them safe, and that someone is you."

"But what if you get attacked while we're gone?" she asked, trying not to cry. "Then Houki, Ichika and I will make them regret ever coming after us," he replied, smiling, "We'll be fine, sweetheart, so don't you worry." Nodding, she stepped forward and hugged him, trying to convey her feelings through action. He gripped her back, whispering, "Be safe," before he stood up and smiled. Leaving that room was one of the hardest moments of her life, but her father had been right. Her friends needed her, and after everything they'd been through she couldn't just abandon them.

But, even though she had few things to pack it still took her well over 10 minutes to make it down to the lobby and out to the sidewalk. Even with her father's words of encouragement, she still found it really hard to just pick up and leave. Her mother and two of her best friends were still in the hospital, after all, and she didn't want to leave them behind as well. Judging from the fact that only Ludzik and Karen were there waiting for her, she wasn't the only one struggling with the decision.

"You sure took your sweet time," Ludzik commented as he dropped onto a bench to wait. "Oh, ease off her. She hasn't exactly had a good day," Karen said as she lightly smacked Ludzik's head. Rather than fire off some hot-headed response he just accepted the blow, and for a brief moment Maylin thought she saw the ghost of a smile on him. But it was gone before she could be sure, and instead of dwelling on it she walked up and sat down next to him. "I'm just really nervous about this, you know?" she said, "Before, we just acted on impulse. But now we're going to be intentionally fighting back."

"And your problem with this is what, exactly?" Ludzik asked, sounding bored, "If it comes down to it, just hide behind me." "Yeah, he makes an excellent meat shield," Karen added, giggling when he shot her a look. "I just didn't think that this is what I would become," Maylin said, letting her head drop. "Hey, it's like the fan lady said; we're not soldiers," Ludzik told her, trying to cheer her up. For whatever reason, he felt worse whenever she was depressed. _Is this what it's like to have a friend_ he wondered as she looked up and smiled at him.

After another few minutes, Erin and Joshka joined them at the bench. They all talked idly while Maylin wondered where the car was. She had gotten the impression that Tatenashi was like the headmaster; kind but strict. But there wasn't a car pulling up anytime soon for them, and there was no sign of the woman anywhere. "Okay, this is getting weird," Erin commented suddenly, "She told us to be here in 10 minutes. Granted, we went over that time-table, but you'd think she'd still be here for us." "Maybe she got bored or distracted," Ludzik said, "She definitely struck me as the air head type."

"Now, that's not a very nice thing to say about a lady, Ludzy," Tatenashi commented from behind them, causing him and Maylin to practically launch off the bench while the others spun around in shock. They hadn't even heard her approach, and yet she stood there as if she'd been there for the whole time. "Damnit, don't do that!" Ludzik demanded as he got back up. "Then don't say mean things," she replied, smiling, "And as for our ride, it's arriving now." As if on command, a van pulled up to the curb before just sitting there. "Really, a van?" Erin asked, "I'd have thought you would have something a bit more, I don't know, stylish?"

"Running something like the IISA isn't cheap, young man," Tatenashi replied, trying to look serious, "Besides, I needed the money for the jet." Leaving them to wonder if she meant it, she walked up and opened the side door for them before climbing into the front seat. "Well, I guess not all IS pilots can live well," Karen said as she took her own seat. The van's interior was surprisingly spacious. Combined with the tinted windows and the fact that once the door was shut the outside noise was almost completely muffled, Maylin almost felt like they were in a limo.

"So, where are we going?" Joshka asked after a while. "First, to the nearest airport," Tatenashi told them, "Then, to our headquarters in the region for assessment." "And just what exactly do you need to assess?" Ludzik asked, sounding suspicious. Turning around, Tatenashi looked genuinely serious as she replied. "Look, you kids might have done well yesterday," she said, "But we can't rely on that happening again. I need to know that you can work together as a team." "That might be a tall order," Erin commented, glancing at Ludzik. He just grunted before turning and looking out his window.

Maylin, meanwhile, watched the buildings and people they passed. Everyone _seemed_ like they were acting normal, but Maylin could see a slight quickening in their pace. No one, it seemed, could go too long without glancing up at the sky. The few people that had to work outside seemed especially nervous, and it was at that moment that it all came crashing home for Maylin. These people were living in fear now; fear that the hostile IS would return, that they would be the next victims. _This is what war is feels like_ she realized.

 **The truth of 4** **th** **generation IS is revealed, and with it comes new possibilities. Can they learn to harness this power to stop the ensuing battle in time? Or are they doomed to repeat the history of Maylin Alcott? Till the next chapter.**

 **I'm really,** _ **really**_ **sorry about the wait on this one. I honestly didn't expect to be hit with such a bad case or writer's block. My classes definitely don't help matters, or the fact that I'm working on two stories (yeah, not doing this again). I will definitely keep this story alive, fear not.**


	12. Chapter 12

Chapter 12; Signs of the Future

Propped up in her bed, Annabelle tried to keep her focus on the magazine in front of her. She had been doing her best to keep her spirits up and not focus on her injuries. She had been hurt plenty of times during her initial training, and she wasn't about to let this sideline her for long. Gritting her teeth, she tried to fight off the depression that threatened to swallow her again. It was so easy to give in; to just curl up into a ball and cry about how her life had been shattered in one evening. Clenching her hand into a fist, she could feel her nails digging into her palm as she struggled to stay in control. _I'm not some scared little girl_ she told herself, _I can get through this; I_ will _get through this._

And yet, despite all of the courage she scraped together, she still felt tears starting to form in the corner of her eyes. And why shouldn't they? She had lost the one thing she had wanted to accomplish the most, and it made her feel like there was a ragged hole in her chest. Struggling to keep the sobs in, Anna scrubbed furiously at her eyes with her arm. Before she could crumble completely, she heard someone open the door and walk in. "What is it?" she asked abruptly without looking up, "I'm fine, I don't need any special attention." "If I've learned anything from my sister," an unfamiliar voice said, "It's that there are times when it's best to _not_ leave someone alone."

Looking up, Anna was surprised to see Tabane standing next to her bed and smiling warmly at her. Without another word, she sat down on the edge of the bed and pulled Anna into a hug. She had never been good with social interactions in the past, but her time with Houki and Simon at the Academy had taught her many things. Knowing when someone needed to be held happened to be one of the more important lessons, and she had taken it to heart. While Anna was surprised at the sudden act, she quickly felt herself starting to crumble again. Wrapping her one arm around the woman, she cried into her shoulder, releasing all of her pent up sorrow as her body shook with each sob. Tabane just sat there and gently stroked her back, willing to help this girl through her sadness. She was a close friend of her niece, after all, which practically made her family.

After a few minutes, she had finally run out of tears and was able to breathe easier. Sitting back up, she smiled up at the woman she had heard so much about. "Thank you," she said, sniffling, "I needed that." "Anytime," Tabane responded, smiling back, "You'd be surprised how much it helps to have a good cry once in a while. Just look at my sister." Laughing, Anna responded, "I can't imagine Ms. Orimura crying." "Well, maybe not now. But when she was around your age, she would have moments when she had to," Tabane told her, looking thoughtful, "Although, sometimes she also found emotional release in beating the snot out of Ichika. That seemed to help her, too." This caused the two girls to laugh as they imagined it, and Anna couldn't believe how good it felt to laugh again.

"Anyway, down to why I'm here," Tabane said as she stood back up, "Would you like to be a pilot again?" "Huh?" Anna asked, her brain coming to a full stop. "Would you like to be a pilot again?" Tabane repeated, smiling. "Of course I would!" Anna replied before clutching her loose sleeve, "But what good would I be? With only one arm, I couldn't…" "Who said anything about you being a pilot with one arm?" Tabane asked, feigning confusion, "You need both arms to use an IS properly." "That's my point!" Anna exclaimed, "I can't do it with just one! So, how am I…"

And suddenly, she understood what the woman was suggesting. "No…" Anna whispered, looking at her in shock, "You don't mean that you…?" "I've built machines that even _I_ don't fully understand. I think I can build a prosthetic," Tabane boasted, her smile growing broader, "In fact, I've even come up with one-way time travel. Just need to figure out how to get back." Technically not a lie, since it was an alternate version of her that had done it. Anna just sat there in shock as she tried to fully wrap her mind around this. An artificial arm made by _the_ Tabane Shinonono? Even if it was only half as sophisticated as a 3rd generation IS, it would still be head and shoulders above anything she could hope to get from anyone else.

"So, what do you say?" Tabane asked, extending her hand, "Want to give it another go?" While she had been fairly certain that the girl would accept her offer, she was still surprised by the intense look in her eyes. "Hell yes I do," Anna answered, accepted her hand and shaking on it, "But it'd better be one kick-ass arm." "Anything less would be an insult to my talents," Tabane promised, smiling. Now she just had to figure out a way to get her darling little Madoka back on her feet. If she woke up in time, that is.

* * *

Their trip to the airport was rather quiet and somber. No one had anything they really wanted to talk about, so Maylin instead turned her thoughts to her mother. Now that she thought about it, she hadn't made any time to go see her. Even though she was most likely unconscious, it still felt wrong that she hadn't done it. She had had all of two days to do it; she had even spent some time in the same freaking hospital. _I hope you're doing okay, mom_ she thought as she looked out the window.

When they arrived at the airport, their van pulled up into one of the private hangers before stopping next to what Maylin assumed to be their plane. It was a small, twin engine personal jet. While it was definitely a nice plane, it wasn't what she had expected. It definitely didn't scream luxury; in fact it was more like 'above average comfort.' As they all got out of the van, Ludzik couldn't help but comment on it. "I hope your little group is more impressive than what we've seen so far," he said, glancing at Tatenashi. "Always so negative," Tatenashi scolded before gesturing that they go first, "We're going to have to fix that." "You can try," he replied.

The plane was surprisingly nice inside, and it just further reinforced Maylin's theory; it wasn't lavish, but it also wasn't basic. As they all sat down and the plane taxied to its runway, Tatenashi busied herself on a tablet and left the kids to talk. She had paperwork that needed completion if she was going to add them to their roster, even if it was only temporarily. Taking a seat on one of the couches, Maylin looked out the window as they took off and tried to pull her mind out of the dark place it had found itself.

 _You really enjoy dwelling on things you can't change, don't you?_ 134 asked, sounding annoyed

This time, his unwelcome intrusion didn't cause her to flinch. Instead she tried to ignore him as she let her mind wander. _It's my mind, I can think about whatever I like_ she thought rather smugly. She briefly wondered what kind of range this link had to it. Maybe she would get lucky and it would go away once they were far enough from the city.

 _I doubt we'll get that lucky, girl_ 134 replied, _and as for your other point; yes, it is your mind. But your emotions and thoughts back-feed to me, and unlike you I can't go to sleep or ignore it outright._

This caused Maylin to pause. That didn't make any sense. 134 was an AI, but he should still be able to choose to ignore things, shouldn't he?

 _I may be a fully aware AI, but I don't get to pick and choose what is and is not recorded by my systems_ he replied, _it's like you trying to ignore a powerful smell or bright light by simply telling yourself that it's not there. It doesn't work._

While she would have liked to actually pry some answers out of the AI, since he seemed to be in a giving mood, she was pulled back to the here and now when Karen sat down next to her. "You alright there?" she asked, "You're spacing out pretty hard." "It's just 134," Maylin replied, forcing a smile, "He just keeps chattering away." "You can speak with him without your Stand-By?" she asked, looking surprised, "That's impressive, and it could be pretty useful." "Yeah, but I'm not sure what kind of range it has to it," Maylin told her, "It could fade away once we're in the air."

"Anyway, enough about that," she continued before looking to make sure a certain boy wasn't within earshot, "What's up with you and Ludzik?" The sudden change of topic threw Karen for a moment, so much so that she couldn't keep her cheeks from turning a few shades darker. "I'm not sure what you mean," she said, turning away and trying to hide it, "We're just friends, I think." "Oh, is that all?" Maylin asked, scooting closer and grinning, "You two seemed pretty chummy back there." "It's nothing, May," Karen insisted. "Well, maybe I'll go ask him, instead," Maylin said, getting up. "No!" Karen said, reaching up and pulling her back down. She realized too late that her reaction was all the answer that Maylin needed, and she just tried to hide her face in embarrassment as Maylin grinned at her in triumph.

"If you tell anyone, you're dead," Karen muttered through her hands. Maylin just laughed as she patted her friend's shoulder. "Don't worry, I won't," she replied, "It'll probably be more fun to watch this play out on its own, anyway." "Gee, thanks," Karen responded. While the two girls continued to chat, Joshka decided that he should at least make an effort to get to know his new teammates. Sitting down across from Ludzik, he tried to find something to break the ice. "You need something?" Ludzik asked without even turning his head. "Well, I thought that since we're going to be working with each other, we should get to know each other better," Joshka replied, trying not to let the other boy's rudeness get to him.

"Just so we're clear; you're working with me," Ludzik stated, "And even that's a bit of a stretch. I'm not sure I like getting saddled with so many...other people." "Is that so?" Joshka asked, "We'll see how long you last without proper support, then." "Probably a lot longer than _with_ your support," Ludzik fired back. Before the two boys could go beyond just trading barbs, Erin walked between them and just glared at them both. "You two really can't be that stupid," he said, folding his arms, "We're supposed to be a _team_. I assume you know what that means." "Well, I know that I do," Joshka replied, leaning back, "But it remains to be seen if our one-man army even knows how to _spell_ it."

Ludzik just snorted before turning and looking out his window again, clearly done with this conversation. "You know, that ego of yours is going to get you or someone else seriously hurt one of these days," Erin said as he walked away. Joshka decided to join him, vastly preferring the American's company to the Russian's at the moment. Sitting across from the girls, he noticed that Karen had a bit more color in her cheeks. "How were you able to stand working with him during the tournament?" Erin asked Karen, leaning back in his seat. "He's not as bad as you might think," she replied, smiling, "You just have to get past his tough guy act."

"Well, if he's just acting like an ass, he's pretty good at it," Joshka commented, glancing back at Ludzik, "How he got into the Academy, I'll never know." "It's because he's almost as good as he claims to be," Tatenashi interrupted, startling them all since no one had heard her approach. Smiling at them sweetly, she continued, "Oh, and Maylin? Tabane wanted me to get this back to you. I can't believe I almost forgot." Fishing around in her pocket for a second, she brought out her necklace and handed it to her before heading back to the front of the plane. Looking at the charm, she could almost _feel_ 134's presence.

 _So much for testing the maximum range_ he commented, causing her to scowl.

With a huff she stuffed it into her pocket, ignoring his comments as she focused back on her friends. She wasn't anywhere close to being in the mood to deal with his… abruptness. For 134, this just further proved that his so-called operator had a lot of ground to cover before she could call herself a pilot. As she continued to talk with them idly, he shifted that audio input to a secondary function while he turned his core program's focus back to his other tasks. Tabane had instructed him to run a series of full diagnostics on the Command Link, as well as Grand Hunter, since she wouldn't be able to now.

And as he had initially suspected, there wasn't anything wrong with either of them. The IS had performed as well as could be expected under those conditions, and the Command Link had done precisely what it had been designed to do. Shifting those diagnostics to another set of subroutines, 134 tried to come up with a likely simulation model that would explain his link with Maylin. But after almost 3 dozen different scenarios, he still had no idea how it had occurred. The only likely scenario had been if Maylin had possessed a Neural Lace. But the lack of such an implant left the AI stumped.

As if sensing this frustration, his subroutine running the diagnostic on Grand Hunter sent an alert for his main attention. Turning to the report, he saw that the suit's current configuration had a number of discrepancies in its design. Bringing up the initial blueprints, he compared them to the suit's current layout and saw that they were minor, but numerous. The power buffers and transfer lines had lost almost a 3rd of their mass, and yet they were now functioning at 109% of their initial capacity. The rifle's power efficiency had also been upgraded, resulting in a 17% drop in power consumption but a projected 19% increase in damage output.

As he continued to examine the schematics, 134 realized that this IS had been well on its way to a form shift. With this realization, he set about running a new series of simulations. If his platform was undergoing a shift, he needed to know what it would become. Considering what had already happened with its current upgrades, he needed to be sure that this change wouldn't further complicate things.

* * *

Yawning and stretching her arms, Laura felt her shoulders pop pleasantly as she looked around the plane's interior. She and her team had been forced to hitch a ride with a supply transport heading for their Japan facility, and as such they were stuck in the cargo bay since it hadn't been designed with passengers in mind. Laura didn't mind, however; she had received rather thorough military training, and one such skill she had learned was the ability to sleep in a bumpy, loud transport. Most of her team, however, hadn't received the same training and had been sitting in their seats miserably as the plane bounced and shook with the wind

Smiling to herself, she unstrapped her harness and stood up. Grabbing one of the ropes overhead to keep steady, she made her way up the line to the cockpit. After knocking on the door twice, she opened it and walked into the cabin. "What's our status?" she asked the copilot as she glanced out the window. "We're less than an hour from the airport, ma'am," he replied as he checked his instruments, "Weather report says we have clear skies and low wind speeds, so it should be a smooth landing." Smiling, she had to agree with his assessment; the weather looked beautiful outside, and she briefly found herself wondering how her friends were doing.

She had heard about the attack and subsequent destruction of the IS Academy, and if Tatenashi hadn't called her to Japan she would have come here herself. Scowling as she remembered her quick briefing with the woman, she still couldn't quite believe that the autonomous IS had returned. She had been sure that they had destroyed the important ones, since the basic units appeared to lack anything beyond simple combat knowledge. Clearly, she had been wrong, and now they were all paying the price.

Before she could dwell on this further, one of the indicators on the pilot's console started to flash and beep. "What the hell?" he said, his voice rising, "Oh crap, missile lock!" Yanking the controls hard to the right, he punched one of the larger buttons on the console as the plane began to bank sharply. Thankfully, they were in a refurbished military transport, and as such had access to countermeasures. Laura briefly registered the distant thumping as the plane fired off a wave of chaff to confuse the missile tracking systems.

Looking out the left hand windows, Laura watched as a pair of missiles streaked into their cloud of chaff and detonated. She also saw what had launched them; at least a dozen Harpies were accelerating to move within small arms range. While this was a pretty big plane, and by no means fragile, the kinds of weapons those machines possessed would cut it pieces in a matter of moments. Moving back into the cargo bay as fast as she could, Laura grabbed one of the headsets and hit the transmit button. "Listen up, ladies!" she said, her tone getting their attention, "We have hostiles closing on us from behind. I counted at least a dozen, but expect them to have reinforcements. Everyone, move to the bay doors and prepare to intercept!"

It was a measure of their confidence in her as a leader that there was no hesitation. The five of them were out of their seats and heading towards the back as fast as they could, with the two in the lead summoning their IS when they reached the door. Moving past them so she stood out in front, Laura gave the crew chief the thumbs up to open the door. The second he hit the controls, the bay was filled with roaring wind as well as the sound of the engines. Waiting for the ramp to lower all of the way, Laura glanced at her team behind her and nodded, all grim determination. Turning back to the open sky, she took a running start before leaping from the bay.

Laura spent all of five seconds in free-fall before she activated her IS. Her team followed her out in quick succession, with those not already suited up being consumed in flashes of light as their respective machines formed around them. Emerging from her transformation first, Laura activated her flight systems to halt her decent before she sited up on the closest available target. She had modified her IS with additional weapons and shields some time ago, and had decided to remove the single large cannon in favor of two smaller ones. Toggling between her shell types, she waited patiently as the first Harpies got closer. Her team had since taken up positions behind her, all of them ready to fight to the end for their captain.

When they had gotten close enough, Laura opened fire with both cannons before darting up and away. The other pilots quickly broke formation, and for a moment the Harpies were unsure of who to pursue first. Then the two shells were mere feet from them and detonated, scattering a massive amount of smoke and foil shards. This served to disrupt both their conventional optics as well as their tracking systems, leaving the machines relatively blind. Before they could recover in time, missiles, bullets and energy beams cut through the cloud and cut four of the machines to pieces. The rest scattered, forcing the women to engage them separately.

Switching back to conventional HE rounds, Laura deployed one of her wrist blades as a precaution as three of the Harpies closed on her from below. She stagger fired her cannons and sent several rounds down at them, scoring a hit and blowing one into scrap. The other two split and came at her from different directions. Realizing what they were trying to do, Laura couldn't help but smirk in contempt. Turning to the closest machine, she waited until the last moment before raising her hand and stopping it cold with her AIC field. Quickly looking in the direction of the second, she grabbed the pistol at her hip and raised it.

The gun had a long, square barrel that held what looked like several small missiles. Pulling the trigger, Laura sent two of the micro missiles screaming towards the Harpy and watched in amusement as it tried to dodge. The missiles, however, were wirelessly linked to Laura's own targeting systems, and as such were able to keep pace with their quarry easily. The machine didn't have a prayer as they closed the distance and detonated, taking one of its legs off and carving a large hole through its chest. Turning to her trapped enemy, Laura raised the gun again and fired a single missile, blowing its head off before releasing it.

As she returned the gun to its holster to reload, she looked around and saw that her team had already finished mopping up the enemies. _Considering how much time has passed, you'd think this would be more challenging_ she thought, slightly annoyed. Not five seconds after that thought passed, a particle beam lanced up from below and nearly clipped one of her pilots. Looking down in surprise as her team scattered, Laura saw an IS with angel-like wings soaring up at them. _Must be their leader_ she thought as she readied her guns.

The hostile IS, however, didn't try to fire again. Instead, it continued to ascend until it was level with Laura. Looking closer at it, she sat that it lacked any obvious weapons. In fact, it looked like the machine was completely unarmed. _Then where did the beam come from_ she wondered as it spoke. "You must be the fearsome Laura Bodewig," it said before bowing, "It's an honor to finally meet you." "You have some nerve attacking my team like this, machine," Laura responded as the other pilots took up positions. "Well, I heard you were passing by, and I just had to meet you at least once," it continued as it straightened up, "The pilot that almost killed herself to kill Crusade. I've seen the specs on that model, and I can say that I'm thoroughly impressed that you lived."

Raising one of its hands, it continued, "Now, you can do me the great pleasure of dying." Suddenly, the palm of its hand shifted and a beam lens appeared, firing off a shot and forcing Laura to dodge. Her team responded by opening fire, trying to catch it in a hailstorm of bullets and bombs. While the IS was able to dodge most of them, one missile caught its left arm at the elbow, severing it. "Yeah, got it!" the pilot that had scored the hit exclaimed. "You're going to have to do better than that," the IS scolded as it raised its damaged arm.

The metal along that limb seemed to flow, collecting at the elbow and protruding out before reforming into a new arm. The pilots were dumbstruck, and Laura could just imagine the grin this machine would have been wearing. "Perhaps I should have introduced myself," it said as its wings expanded and began to ripple, "My name is Legion, and I am your end." Flapping its wings once, it shed several shards of metal that then formed into small blades. These blades then locked onto the other pilots before rocketing at them.

Their formation was torn to pieces as each pilot tried to evade the incoming projectiles. Trapping one in an AIC field, Laura used one of her cannons to blow it away before grabbing her pistol and aiming at the autonomous IS. This time she let loose with all 16 micro missiles, hoping that destroying it would stop the bits she had unleashed. Bringing its left arm up, the IS let the metal in its hand shift and expand into a disc before extending it to block the incoming attack. While the micro missiles put several holes into the barrier, none of them managed to penetrate clean through. On top of that, the IS just absorbed the shield back into its body, leaving no damage behind.

 _I guess it's time to get personal_ Laura decided as she deployed her wrist blades. Her charge was cut short by a cry of pain. Looking up, she say that one of her pilots, Marie, had just had one of those bits embed itself into her thigh. Gritting her teeth against the pain, she tried to dodge the others swarming her as she fired her rifle in vain. "Marie, put everything into your thrust!" Laura instructed as she rushed to her air, "I'm coming!" Turning to her captain in relief, she made the mistake of dropping her guard. She felt a sudden sharp pressure from behind and looked down to see that another bit had emerged from her chest.

Two more impaled her in rapid succession; one in her shoulder and another into her stomach. It suddenly became hard for her to breathe, and when she coughed to clear her throat, blood came out. "C-Captain?" she asked, already starting to succumb to shock. "Marie!" Laura shouted, putting on more speed. She didn't get the chance to help, however. Three seconds after the last bit had struck her they self-destructed, consuming Marie and her IS in a ball of fire and smoke. This stopped Laura dead, and she stared at the cloud that had been one of her subordinates. Turning to the autonomous IS, Laura screamed in rage as she charged it blindly. But as she got closer, the IS just waved its hand at her. Just as Laura got with a meter of it, Laura felt her IS get torn apart in a series of small explosions. Before she could even register any pain, one of the blasts knocked her out cold. All she knew from then on was darkness; darkness, and an incredible pain.

 **The human IS continue their campaign, striking out against the pilots they know to be a threat. Will Maylin and her friends find themselves on that list? Will Laura and her team be able to survive their encounter with Legion? And what of the alterations to Maylin's IS? Till the next chapter.**

 **To those that expected a long string of down-time chapters, sorry to disappoint you. Hope you enjoyed Legions official intro there, cause it's going to be a major player later. And in case you're wondering if this means that all the pilots from the last story are targets, my answer is; maybe.**


	13. Chapter 13

Chapter 13; The Test

They arrived at the IISA base within short order, so quickly that Maylin wondered why they had to take a plane at all. When she asked Tatenashi, she replied, "Well, I had just returned from an inspection of our North American base, and I didn't want to leave one of our few planes behind. We needed to get to the base, so I figured why not use it?" "That seems rather…lazy," Maylin commented, smirking as the woman pouted at her. "Hey, it's bad enough that your father pokes fun at me," she protested. "And from what he's told me about all the trouble you got him into, you probably deserve it," Maylin retorted, causing them both to laugh.

As they got off the plane, a man wearing the IISA uniform, a dark maroon with black and dark blue trim, was waiting for them with a tablet in hand. "It's good to have you back, Ms. Sarashi-" he began before she vaulted off the bottom stair and tackle-hugged him, sending him stumbling back a few steps. "Oh, I missed you, Kenny!" she exclaimed, rubbing her cheek on his chest while he just sighed. "Please, ma'am, control yourself!" he said, surprisingly calm as he pried her arms from around him, causing her to puff her cheeks in annoyance. Maylin and the others just watched in amusement and shock as this unfolded.

"But I've been gone so long!" she protested, "I didn't get to see my dear Kenny for so long, so how can I control myself now?" "Because your job comes first, ma'am," he replied, stone-faced. "What the heck is going on?" Erin asked, trying to figure out how someone so much older than them could act so much younger. "Oh, that's right! I should introduce you properly," Tatenashi said, grabbing the man's arm, "This is Kevin Alderman, my assistant and the man who's going to fall for me. Kenny, these are the students I told you about." Looking at the kids, Kevin couldn't help but sigh. Pinching the bridge of his nose, he asked, "Ma'am, was it really necessary to bring children here? We have enough personnel on hand already."

"And as I told you on my way here, we can't underestimate these things," she replied, finally looking serious, "And these kids have already survived one battle with them, which makes them more experienced than all of our personnel combined. Now, can you please take them to my sister?" While Kevin looked reluctant, he nodded before motioning that they all follow him. After they had made it a safe distance from the hanger, he told them, "I apologize for my boss' behavior. She can be...difficult sometimes, but she's still a very capable person."

"So, what was that about you falling for her?" Karen asked, smirking as the man sighed again. "I'd rather not talk about it," he replied as he led them to another hanger. This one had been set aside as the IS repair bay, and inside there were several teams working on various projects, one of which was a partially disassembled IS suit. However, while the other projects had teams of three and four people working on them, the IS had all of one person working on it. This woman was currently bent over one of the wings, which she had laid flat on a table before taking it apart down to the frame. Her light-blue hair stood out among the metal, and for a moment Maylin thought that Tatenashi had beaten them to the hanger.

"Ms. Sarashiki? I've brought you your new recruits," Kevin said, causing her to look over her shoulder. The second Maylin saw the large hair pins, she recognized this as the woman that had visited her father a while back. Reaching for a rag, she put her tools aside before whipping her hands off. "Thank you, Kevin," she replied, smiling, "You can return to your duties, I'm sure my sister has need of you." while he didn't look too happy about the prospect of being smothered by the elder Sarashiki, he nodded before heading back out the door. "Now then, let's see what we have here," she said as she snapped her fingers, causing a holo screen to appear in front of her. With a few quick gestures she brought up the personnel files that Tatenashi had filed in regards to the kids before frowning.

They had apparently been accepted under a temporary role, and she had been assigned as their team leader. She had also been asked to evaluate their skills as individuals and as a team. Snapping her fingers again to dismiss the screen, she looked back at the kids standing before her. The two girls seemed attentive, as did two of the boys. The silver haired one, however, was looking away like he couldn't care less. _Probably the self-centered type_ she thought, smiling slightly, _we'll see how long that lasts_. "Alright, I am Kanzashi Sarashiki, chief technician for the IISA," she told them, "And it seems that I've been made your commanding officer while you're here. So, get changed and meet me at the training grounds in 15 minutes."

"Why?" Ludzik asked, finally looking at her. "Because I said so," she replied, without hesitation, "So, get to it." Without another word, she turned and walked off to one of the side rooms to prepare herself. Looking at her friends, Maylin saw them all hesitate, uncertain as to where to go. "Come on, guys, it can't be that hard to find," she said, turning and heading out of the hanger, "Look, it's got to be that large building over there, right?" Pointing at what obviously looked like a stadium, she began walking in its direction while forcing the others to make up their minds whether to follow her or not. Which they did, with varying levels of enthusiasm. While they walked, Erin couldn't help but marvel at the change Maylin was undergoing. Before, she had been soft spoken and rather reserved, even with her friends. Now, she was much more assertive, and he could see her taking to a leadership role naturally. _I can only imagine what Madoka and Anna would say if they could see her now_ he thought, smiling.

* * *

Pain. That's what she felt as she started to drift back to consciousness; a never-ending ache that seemed to have settled into her very bones. She also couldn't move, her limbs felt like they were made from lead. On top of which, now that she was becoming more aware of herself she found that it was rather uncomfortable just to breathe. _What happened to me_ she wondered as she struggled up and out of the black sea. Finally, she cracked her eyes open and was immediately blinded by a white light.

After blinking a few times, her eyes had adjusted enough to focus on the florescent light above her. Turning her head ever so slowly, she saw all manner of medical machines next to her, peeping and whirling away as they worked to keep her alive and in relative comfort. _How bad did I get hurt_ she wondered as she struggled to move her arms. Only her left one would respond, slowly rising before she felt something tug at her forearm. And it _hurt_. Looking down, she saw an IV tapped to her and realized where the pain had come from. It was also this movement that grabbed the attention of the nurse that had entered the room to check on her. Walking quickly to her side, she grabbed her hand and slowly eased it back down before leaning over her and studying her.

"You're awake," she said, smiling in relief, "You need to remain still, you're nowhere near well enough to be moving around yet." For some reason, her voice was muffled, but she could make out enough to know that she was just being kind. The nurse released her hand before walking away with a purpose, calling for a doctor to come and check on her properly. He was an older man, but he had a kind face and he moved slowly and gently, testing each of her limbs for feeling while asked her to simply nod if she felt it.

Right after he had finished that test, she heard what she assumed to be the door opening and two sets of footsteps quickly making their way to her bed. Turning her head so she could focus, the first thing she saw was a woman with brown hair tied back in a long pony tail. _I know her_ she thought as she struggled to remember. The woman reached down and caressed her face, her eyes swimming in tears of joy as she smiled and said, "Madoka…"

 _Mom_ Madoka realized, feeling her own eyes starting to mist up. Just behind Houki, Ichika was watching them while trying to keep his composure. "Welcome back, sweetie," he said, whipping the tears out of one of his eyes. He then walked to the other side of her bed and took her hand while Houki leaned down and kissed her forehead. "I'm so glad you're awake," she said as she looked at her daughter, so overjoyed that she was almost at a loss for words. After a few moments, the doctor walked over and motioned that follow him out of the room. After he had closed the door behind them, he turned and said, "Her recovery is quite extraordinary. I expect her to be able to move around by tomorrow, though she will still need to stay in bed."

"That's wonderful," Houki said, still riding a wave of happiness. "I only wish it were so simple," the doctor replied, getting confused looks, "To be perfectly honest, she shouldn't have woken up for another day or two." "Maybe she's stronger than you think," Ichika offered, "She is our daughter, after all." "It's not just that. Her vitals are much stronger than I would have expected," he replied, taking his glasses off and rubbing his eyes, "On top of that, she showed no signs of serious pain when I moved her arms and legs. And with the beating she took, even with the medication we have her on, that also shouldn't be possible. I'm at a loss to explain it, but somehow she's recovering _faster_ than should be possible."

With nothing else for them, he returned to his duties while Ichika and Houki looked at each other in confusion. "She's recovering faster…" Houki said, looking thoughtful. "That could just mean that she's better off than they thought," Ichika told her, trying to remain positive, "I mean, they can make mistakes, right?" "Maybe…," Houki replied, "Or it could be something else." Realizing something, she turned and walked off, leaving her husband to stare at her in confusion. _Why should it matter how she got better_ he wondered as he turned back to look through the window at Madoka.

Meanwhile, Tabane was up in her temporary lab that she had set up after they had arrived at the mainland. It didn't have half of the equipment that her lab on the island had possessed, but it was sufficient for her purposes. Annabelle was sitting on an examination table, trying not to feel too self-conscious about having her stump exposed like it was. It hadn't even finished healing properly, but Tabane had told her that she had needed to take some readings before she started designing the arm. As such, she had placed several sensors on Anna's head and arm before asking her to think about specific things. She had just finished up and removed them, allowing the girl to roller her sleeve back down, when Houki came barging into the room looking determined about something.

"Well, this is a surprise," Tabane said, smiling warmly, "To what do I owe the pleasure, Ho-chan?" "Cut the crap, Tabane," Houki replied, crossing her arms and glaring at her, "My daughter just pulled off a recovery that the doctors claim is impossible. Care to explain?" "Maybe they made a mistake?" she offered, tilting her head in confusion, "Honestly, I don't know why you would suspect little old me of doing something." "Because you usually do," Houki said, her gaze not wavering an inch, "Spill it; what did you do."

Lowering her head in defeat, Tabane walked over and picked up one of the devices on a nearby table. It was roughly the size and shape of a dinner plate and held a crystal in its center. "This is the reason," Tabane told her, looking guilty about the deception, "I wanted to use it sooner but the doctors refused, saying that it was too dangerous to use something they hadn't tested yet." "You used _experimental_ technology on _my daughter_?" Houki demanded, taking a step forward and barely keeping her voice down. "Of course not!" Tabane replied, holding it up higher, "I tested it thoroughly, on everything from single-celled organisms to chimps. It's proven to work properly and safely, they just didn't want to listen."

"Let me guess, you brought it in and paraded it around as a 'savior to all their ills,' didn't you?" Houki asked, knowing how her sister liked to brag about her new inventions. Tabane just smiled sweetly and said, "What, me? Why would I ever show off like that?" Anna, meanwhile, watched the two women and tried hard not to laugh at their interaction. The way they could read each other and annoy each other proved beyond a doubt that they were siblings, and for a moment she felt lonely as she thought of her own brother. She was pulled from those thoughts when Houki spoke again.

"So, what does it do?" she asked, looking at the device properly for once. "It generates a localized energy field that promotes and accelerates cell growth," Tabane explained, knowing that her sister had no interest in the actual science behind it, "And before you ask; no, there's no chance of runaway cell growth and cancers. I made sure that the energy dissipates in a short period of time." "So, you regenerated her injuries?" Houki asked, impressed. "It's still not complete," Tabane admitted as she put it down, "I could only use it to fix the serious injuries to her brain and nervous system. She would need more treatments before she recovered enough to sit up, let alone walk again. I also need a better power supply; the device only has two or three uses before it has to recharge."

"But you can heal her, right?" Houki asked, hope in her eyes. When Tabane nodded, Houki walked forward quickly and hugged her, whispering, "Thank you." Her important business taken care of, Houki stepped back and finally noticed that Anna was in the room. "What are you doing here?" she asked, sounding worried and annoyed, "You shouldn't be anywhere near well enough to get out of bed." "I've taken worse beatings than this," Anna said, flexing her one arm to prove her point, "And besides, Ms. Shino here is going to help me get better." "Ms. Shino?" Houki asked, quirking an eyebrow and looking at her sister. "I found it easier than saying her full name," Anna responded, "She gets to nickname everyone, so why shouldn't she have one, too?"

"So, what are you going to do?" Houki asked, turning to Tabane. "Make her a new arm," she replied simply as she walked over to her station and started typing. "Hold on, you're going to do what?" Houki asked, her brain coming to a full stop. She had never known her sister to take much interest in medical science, and now she had created a healing device and was about to build someone a prosthetic. "Are you sure you know what you're doing?" she asked, just to be sure. Tabane just smiled at her as she brought up her initial blueprints on a nearby screen. "I think I know what I'm doing, Ho-chan," she replied. When the other two girls examined the arm, they saw that it was surprisingly like the limb of an IS.

* * *

Maylin and the others were able to find their way into the arena with no problems. After she had changed and stored her clothes in a spare locker, Maylin took a moment to lean against it and collect her thoughts. _I'm going to do this_ she vowed, clenching her necklace, _I'm not going to be some weak, frightened child that asks others to fight for her. I'm going to be better than that._

 _Well, at least you have the right mind set_ 134 commented, _and by the way, I won't step in on this one. So feel free to cut loose, girl._

 _I have a name, buddy_ she growled as she turned and left the locker room.

 _I know_ he replied, sounding like he had one of the smuggest smiles on his face, _and maybe if you do well during this fight, I'll remember to use it next time._

Sighing, Maylin decided to just leave it be. If her AI was determined to be difficult, then there was little she could do without risking damage to her IS. As she walked out into the hallway, Karen pushed herself off from where she had been leaning on the wall and followed her as they made their way out to the field. "So, you sure you're okay to do this?" Karen asked, concerned about a repeat of the last time. "I'm sure," Maylin replied, "134 gave his word that he wouldn't step in like that. And even if he did try, I wouldn't let him." She had to ignore the snort from 134 as they walked out to the grounds, meeting with the boys.

For a moment, she wasn't sure why Joshka and Erin seemed to be so embarrassed. Then she looked over at Kanzashi and immediately understood. While she didn't possess the same volume as her sister did in certain places, she was still a very lovely woman and the IS suit only served to highlight that. Walking up to them, Karen lightly smacked their heads while saying, "Oh, grow up, boys." Without another word, she summoned her IS before squaring off against the older woman. They all followed suit, although Joshka still seemed rather flustered.

"Well then, shall we begin?" Kanzashi asked as her own machine materialized. Unlike its earlier design, this one sported an extra pair of missile cells on its wings, as well as a spear in her hands. Twirling it around several times, she charged them suddenly and lashed out at Karen and Maylin. Before she could hit home, Ludzik moved between them and blocked her attack, giving everyone else time to scatter. Joshka dematerialized his rifle in favor of his Rapier and tried to land a blow on Kanzashi from behind, but she just flipped over Ludzik before kicking the stunned Russian into the boy, sending them both sprawling on the ground.

Once she had moved clear of them, Maylin and Erin opened fire with Karen lobbing a wave of missiles. Dodging the beams, Kanzashi took a moment to analyze the missile attack before she launched her own. Believing that she was trying to hit them, the three scattered before staring in amazement as Kanzashi's missiles tracked and impacted Karen's, creating a sphere of explosions and smoke around her. Before they could truly recover from the shock, a second wave of missiles streaked out of the cloud and swarmed the teens. Maylin switched her rifle to full auto before trying to shoot them all down while Karen deployed flares and weaved further up into the sky. Erin, however, was too close to the cloud and didn't have a chance. Almost a dozen of them struck and tore his shields apart, dropping him to 0 and leaving him defeated.

Maylin succeeded in intercepting all but two of them, and she grit her teeth as they impacted and rocked her inside the suit. By this point, Joshka and Ludzik have gotten back on their feet and they charged Kanzashi again. She just smiled and shook her head, pitying their single-mindedness. They swung and lunged at her chaotically, their attacks obvious and uncoordinated. This allowed her to block their attacks with contemptuous ease, her spear flipping and twirling around as she kept it in one fluid motion. She could tell from their expressions that this was just frustrating them further.

Finally, Ludzik had had enough and powered up his sword, the blade splitting down its center in preparation. _Now this should be interesting_ Kanzashi thought. As she watched the energy blade materialize. Swinging in a wide arc, he tried to hit her midsection. Instead, she leaped and back flipped over the attack, letting it continue on into Joshka's stomach. The blow sent him into the wall and drained almost all of his shields, as well as leaving him short of breath and disoriented. "What the hell, Ludzik?" Karen demanded as she closed in on Kanzashi, "Watch what you're doing!" "He shouldn't have been in my way!" he retorted as he lashed out with the blade again.

Sidestepping the second slash, Kanzashi sent a wave of missiles up and Karen to distract her as she closed on Ludzik. Realizing his mistake, he tried to power the blade down in time to stop her but failed. Her shoulder slammed into his chest and knocked the wind from him, sending him skidding and flipping across the ground. Turning to face Maylin and Erin, she brought her spear around before holding out her open hand and arched her finger at them, daring them to attack. As Karen floated closer to Maylin, they looked at each other in concern.

"You have any bright ideas?" Karen asked as she readied a mixed load of missiles. She was hoping that if she used a combination of smoke, sidewinder and conventional ones she might score a hit. Maylin, meanwhile, had activated a part of her Command Link and had the stats of her 'team' displayed on a screen in front of her. Erin was down and out, with Joshka just barely holding on at 22% of his shields. Ludzik still had a little over half of his, but his weapon energy was dangerously low after his last attack. As it stood, she and Karen were the only ones that could still fight reasonably.

She was pulled from these thoughts when she heard Karen shout, "Watch out!" Looking up, she saw that Kanzashi had launched a massive second wave of missiles. Deploy her bits, Maylin tried to intercept as many of them as she could while Karen launched her counter attack. Kanzashi, seeing this, redirected some of her missiles to intercept. She was surprised when several of them exploded in a large smoke screen, allowing the real threats to penetrate her defenses and come straight for her. Sensing moving behind her, she sidestepped as Ludzik tried to bring his sword down from behind. Activating her flight systems, she soared up and away as she watched Karen's attack continue on its way.

Ludzik looked at her briefly in annoyance before the missile attack slammed into him, engulfing him in a cloud of smoke and fire. Flying up and over her smoke screen, Karen expected to see her attack hit Kanzashi. Instead, she saw the woman flying slowly away as Ludzik emerged from the cloud of smoke, dropping to his knees as his IS destructed around him, its shields drained. Landing a few feet away from the boy, Kanzashi just sighed in disappointment before bringing up her coms. "Alright, that's enough," she said as she noticed Joshka was preparing to attack her again, "I've seen all I need to see."

Without giving them a moment to argue, she destructed her IS before walking over and helping Ludzik to his feet. As the others gather around her, she tried not to let Ludzik's attitude about losing get to her. _The boy is used to being the best_ she thought, smiling sadly, _he's going to have a tough time ahead if that doesn't change._ Looking at them, she took a moment to organize her thoughts. "I'm sure you're all aware of how poorly you just did," she began, looking form one face to the other, "If this had been a real test to see if you were ready to join us, then you would have all failed spectacularly. You didn't show any tactical thinking or planning, instead choosing to rush in and attack at will. In fact, two of you caused the downfall of your own teammates, and that is something that I _will not_ allow. As it stands, I can't recommend you for active duty."

Giving them a few moments to absorb what she had aid, she allowed her look and voice to soften. "But you have real potential," she continued, smiling slightly, "You are all marvelous pilots as individuals. But we need _teams_ , not a group of loose cannons. Work on that, and I don't think there will be much of anything that can stop you." Looking at her friends, Maylin could see that they were all starting to fall into varying pits of depression. She hadn't realized it until now, but they had all been riding a high from their first real battle with the human IS. And now they had just been shown how little they were really capable of. _Talk about pulling the rug out from under us_ she thought gloomily.

 _If you're going to let it bother you so much, why not change it?_ 134 asked, giving her an idea.

"What if we get better?" Maylin asked, stepping forward, "Would you permit us to fight then?" "You'd have to prove to me that you are better," Kanzashi replied, "And I think you all know what that would mean." "I do," she replied. Her features hardening into a look of determination, Maylin turned around and pointed at Joshka, Ludzik and Erin. "Alright you three, get your IS back out here," she said, "We have work to do." "And why would I listen to you?" Ludzik asked, crossing his arms. Summoning her IS, Karen walked up behind him and lightly smacked his head. "Stop pouting and do what the lady says," she told him, smiling as he glared at her. He complied, however, and soon he was hooked up to a charging station along with the other boys.

Marveling at Maylin's actions, Kanzashi turned and left. She knew that they would need time to work through their issues as a team, and that it was something that they should do alone. As she left the stadium, her phone buzzed in her pocket. As she brought it out, she saw that it was her sister. Hitting the answer button she brought it up and said, "Hey, sis, what is it? Hey, slow down and speak clearly. What happened? What do you mean Laura's team is down?"

 **Maylin and her friends take their first steps towards becoming stronger, while the friends she left behind struggle to recover and catch up. What happened to Laura and her team? Can Maylin and her friends become strong enough in time to make a difference? Till the next chapter.**

 **You know, it's always so much fun watching people get taken down a peg or two, and I can tell you that's exactly what happened with Maylin's little group. Look forward to seeing how much they grow.**


	14. Chapter 14

Chapter 14; No Rest for the Weary

Soaring up and away, Ludzik tried to keep his temper under control as the training drones swarmed after him. The pesky little machines had been put under the control of Maylin's AI. While they had all been reluctant to trust it to help train them, it did have a rather solid reason for it. "You need a proper third-party to train you," it had said, "None of you are capable of that, and none of the personnel on this base can take the time to do it properly. That leaves me as your only real choice."

At first, it had only been given control over Maylin's Laser bits, which it had used with frightening effectiveness. The pesky program had been able to analyze their battle tactics in less than ten minutes and had then proceeded to tear their little 'team' apart. And that had only been yesterday, when Maylin had still been reserved about trusting it. Now she had talked the maintenance staff into allowing it to use the stadium's built-in systems. _And now that thing is throwing every single one of its new toys at us_ he thought in annoyance, _and I can tell it's not even really trying._

Down on the ground, Maylin watched as Ludzik tried to outrun the drones with little success. She had wanted to take part in the exercises, but 134 had told her that it would be too taxing on his systems to run the training and her IS at the same time. "Besides, you don't really need this training," he had said, surprising her with what almost sounded like praise, "Your personality lends itself to teamwork naturally, so you will do fine. It's the others that need this." "So, what? I'm naturally superior to them?" Maylin asked, skeptical. Snorting, 134 responded, "Not by a long shot. But, the only thing that can truly prepare you is something that is best done in private."

"Why is that?" Maylin asked. She had yet to receive an answer to that question, and she had asked him yesterday. Looking over at his projection in the seat next to her, she saw the look of intense concentration. It wasn't just Ludzik; all off her friends were undergoing serious individual training. Erin was being forced to take out targets that would spontaneously disappear before reappearing somewhere else. Karen was attempting to exercise more precise control over her missiles, while Joshka got to work with several sword trainers. His time studying under Charlotte had done wonders for his aim on the move, as well as his use of multiple weapons. However, she hadn't been able to properly teach him good sword techniques, so now he got to learn on the fly as the trainer machines lashed out with stun rods.

So far, they had made fairly good progress. Well, most of them had. Turning around to face the drone swarm, Ludzik fed power into his sword while they opened fire. Bringing his left arm up to ward off some of the shots, he brought out his energy blade before bringing it around in a wide slash. And just like the last time he had tried this, the drones separated and went around the blade before surrounding him and opening fire. Their weapons were set to their lowest settings, so it was more of an annoyance than a real threat. Swinging his sword in another wide arc, Ludzik tried to take at least a few of them down. He did succeed in destroying two of them, but then another pair scored a hit on his right hand and broke his grip on the sword. As it fell away, the energy blade disappeared.

Before he could try to dive and recover the blade, he was surrounded again and pelted with stronger blasts. "Sloppy work, Russian," he heard through the coms, "Next time, try using both hands. At least then you won't lose your sword." "Shut up, you stupid program!" Ludzik fired back as he dove through the drones, "I don't need your help." "Clearly," 134 replied as he watched the kid go for his sword, "Then maybe this will clear things up for you." Suddenly, the drone's attack power jumped up to its normal level. He received four shots into the back, sending him rocketing into the ground before he could stop. On top of that, he was shot several more times before he could even get back up.

Once his shields had hit 20% the drones stopped and backed off, allowing him to pick himself back up while looking furious. One of the drones moved forward before projecting 134's avatar before the kid, and he looked a combination of pissed off and disappointed. "I expected more from you," 134 said, crossing his arms, "Your file said that you had outstanding scores in one-on-one." "Well, this isn't one-on-one, is it?" Ludzik replied, waving his arm at the drones, "So, stop playing around with these toys and fight me properly!" "You think this is a game?" 134 said, keeping his voice level even as Ludzik let his get louder, "You think these things will fight you in gentlemanly duels? You think that you have the power to win on your own?" "Yes!"

At that, 134 shot him in the back, the blast overcharged and knocking him to his knees. By this point, everyone else had stopped what they were doing and had turned their attention to the two. When 134 shot Ludzik in the back, they all moved forward, fearing that something bad was coming. Before they could get too close, however, the drones moved and blocked their path. "And that is why you will only ever be second rate," 134 told Ludzik, ignoring the others, "This is why I've been pushing you so hard while letting the others get off easy." "You've been doing what?" Ludzik asked as he got back up. "You are the real problem on this team, not them," 134 continued, "They are all at least willing to work together, but not you. No, you know better; you can do this all alone. You just have to have your way, regardless of what it will cost others."

As Ludzik stepped forward and started to speak, he was shot again, in the stomach this time. Clutching the impact sight, he just gasped as 134 continued. "You _will_ listen this time," he said, steel creeping into his voice, "Because this attitude of yours is going to get everyone else here killed. You don't even have the strength to stop these pathetic trainers and don't even use your other weapons; how in the hell do you expect to stand up to the human IS?" "I'll find a way," Ludzik managed as he stood back up again, "And I'm not about to let some _machine_ lecture me on something it knows nothing about." The moment Ludzik said it Maylin could feel anger through her connection to 134. It wasn't just mild annoyance; it was real anger at him. Somehow, Ludzik had crossed a line and Maylin found herself agreeing with him.

"Alright, then maybe we should teach you," she said, stepping forward, "What do you say, 134?" "Happy to," he replied, smiling coldly as his avatar disappeared. While Ludzik did a quick recharge of his shields, the others quickly moved all the gear off the field; although, Karen seemed conflicted over the idea. Walking up to Maylin, she asked, "Are you sure this is a good idea, May?" "Someone needs to teach him some proper manners," Maylin responded as she clutched her necklace, "I would have left it to Madoka in the past, but I guess it's up to me now." "But he's a close-combat type," Karen protested, "All you have is your rifle and bits. He could take you apart."

Maylin just smiled as she summoned her IS, unconcerned with the prospect of fighting up close. Uncoupling from the charging station, Ludzik grabbed his sword and prepared to fight. While he felt a little guilty about fighting Maylin, he had had enough of her and her AI constantly underestimating what he could do. _It's high time I showed them real power_ he thought as he charged.

* * *

Watching her screen in silence, Kanzashi tried to keep her emotions in check as she watched the footage from Laura's battle. The new IS seemed unaffected by any of her team's attacks, almost like it was just toying with them. As she got to the part where Laura's second-in-command was killed, she bit her lip to keep herself from crying. She had known the woman personally, and they had been quite close. To watch her die like that was almost too much. The rest of Laura's team did little better as they all attacked in a blind rage. Laura fell within seconds of closing on the IS, her machine apparently self-destructing before sending her down into the sea.

Her other three comrades fell quickly after her, none of them able to even land a blow on the machine. But one of the most puzzling things came next; rather than pursue them and finish the job, the IS instead withdrew from the area. Kanzashi was stumped as to why it would abandon such a clear victory. Not to mention how it had clearly stolen her sister's own technique. She had recognized it the moment she had seen how it shifted and changed its physical form. Somehow, the machine's entire frame was one solid mass of Nano machines, giving it an unthinkable amount of power in combat. _If all of them are even half as dangerous as this single machine, we are all in serious danger_ she realized as she stopped the video.

Laura was currently at their medical center and receiving treatment for her wounds. Two of her teammates were with her, having received minor lacerations and burns, while a third was still in critical condition at a nearby hospital. Whether she would survive the next few hours was anyone's guess. As she got up and walked back over to her terminal, she noticed that her research staff was unusually quiet. Word of the defeat of their best IS team had spread quickly, and she couldn't really blame them for being scared. Accessing her own research, she flipped through her recent notes and ideas. Ever since she had learned of that machine's abilities, she had been trying to come up with an effective countermeasure. She had even used data on her sister's Mysterious Lady as a base for them, since she also used Nano machines.

But so far she had hit one dead-end after another. Everything she had seen about that machine, and all of the data they had been able to salvage from their IS' flight recorders, and they still didn't know enough to be sure that any of their theories would work. Clearing the screen, Kanzashi took a deep breath as she sat down, trying to organize her thoughts and think clearly. _There has to be a way to beat it_ she thought as she began a new string of calculations. Unknown to her, the sight of their department head acting calm and collected served to calm the nerves of the research staff. She wasn't scared of what these things could do, so why should they be? After a few minutes, Kanzashi noticed that the room had started to grow louder as her people started to talk more. Looking up, she noticed an increase in their morale, and wondered where in the world it had come from.

Meanwhile, in the command building, Tatenashi was trying to get in contact with her other IS teams. So far, the IISA had only been able to secure enough machines for three active teams. And now, one of those teams was down and almost out. Another one was in Eastern Europe while the third was quickly being reassembled here in Japan. _We've lost a third of our total strength_ she thought, gritting her teeth as she paced the room, _and they didn't even have to try. God only knows what will happen when they decide to get serious_. One of the men quickly walked up to her with an update before returning to his station. Scanning it, she grit her teeth in frustration as she threw the paper down on the main table before dropping into a nearby chair.

"Is everything alright, ma'am?" Kevin asked. While on the outside he looked passive and uninterested, on the inside he was growing more worried with every passing minute. He had never seen his boss look so far out of her depth, but the past 24 hours had sent her into a tail spin that she had yet to recover from. "No, they most certainly are not, Kenny," she replied, her tone like ice, "Our little extremist problem in northern France isn't cooling off any time soon, and the French government still require the help of our team there." He didn't need her to say the rest, he had been at this job long enough to fill it in. If they recalled their team now, they would face serious political backlash from France and its allies. This would also put more pressure on Ms. Dunios and her company, who continued to be strong supporters of the IISA.

"So, what does that leave us?" she asked, trying not to dwell on it. "Two of our IS are still down for repairs, but the technicians tell me that they will be ready by this evening," Kevin responded, bringing the information up on a nearby terminal, "That will bring our Japan team to full strength, giving us seven machines including yours and Miss Kanzashi." "Twelve," Tatenashi corrected, causing him to look at her in confusion, "We would have twelve machines, or are you forgetting the kids on base?" "But ma'am," he began, trying to word this carefully, "With all due respect, they're just children. Surely you don't intend to make them fight?" "What I intend is of little consequence," she replied, smiling sadly, "Even if I said no and sent them home, they would still find a way into the battle. Trust me, I know."

* * *

Dodging another one of Ludzik's slashes, Maylin launched her laser bits as she fought to gain some distance. He wouldn't allow her, however, as he kicked in another Ignition Burst and almost slammed into Maylin as he brought his sword down again. Grabbing her rifle's barrel with her other hand, Maylin brought it up and managed to stop the sword cold, but it was a near thing. They both struggled mid-air to overpower the other, and Ludzik would have won out if Maylin's laser bits hadn't moved into position first. A pair of bolts into his side shifted enough of his weight to allow Maylin to break away and before he could try to pursue her he was forced back by a hailstorm of fire.

Gritting his teeth in frustration, Ludzik tried to lash out at the bits, even going so far as to use his cannons to try and shoot them down. But in spite of his efforts, they continued to dodge his attacks while landing all of their shots with almost no effort. Maylin, meanwhile, just floated nearby and watched Ludzik with a combination of pity and contempt. After a minute of continues fire, she stopped them before speaking up. "Do you get it now, Ludzik?" she asked, "You're only so strong on your own. If it had been you working with one of our friends, then this would have been easy." "Shut up!" he replied, turning to face her, "I already told you I don't need your help!" "Would you wake up already, you stubborn jackass?!" she screamed, catching them all by surprise. Maylin hadn't ever been the kind of person to raise her voice, let alone curse.

"The only reason you've lived this long is because you've had people looking out for you!" she said, ignoring his look of shock, "Only the weak refuse help when it's offered. All you're doing is proving that you're just a spoiled kid at heart. So take that stubborn pride of yours and drop it already, before you get someone hurt!" Feeling out of breath from her little rant, Maylin floated down to the ground while trying to steady her breathing. Unable to really respond, Ludzik just followed her down. It was…impressive that she had that kind of strength in her. And while it was embarrassing to have her throwing all of that out into the open, it made him think. _What_ have _I really been doing all this time_ he wondered as he landed.

Suddenly a private screen popped up on his display, and he was greeted with an image of 134. "Was that enough of an example of your shortcomings?" he asked, crossing his arms, "Or will you require another lesson in humility?" Part of him wanted to explode at the stupid little program, to tell it exactly where it could shove his lessons. But now that he took a good look at his actions up to now, he was realizing just how little he could have really done. He had done well against those Harpies, but they were simple fighting machines and he had been lucky enough to only fight a few at a time. If he had fought a large group of them alone, he would have been serious trouble. _I…can't do this alone_ he realized, ignoring how painful that was to admit, _I need help_.

* * *

Floating over the human base, Legion felt an incredible sense of pity for the little insects about to be crushed. They surely knew by now that she had allowed those humans to live, but judging from the lack of activity they didn't know that she had tagged their IS to track them. Now she was about two miles above their precious facility and the fools where still acting like it was business as usual. _They really have no idea how weak and insignificant they are_ Legion thought, flexing her hands in anticipation.

She had been ordered to deal with the IISA presence in the area while her comrades prepared a strike against Tokyo. Their raids on the smaller population centers had only been a test-drive; they had wanted to see what kind of national and international response would come from their activity. And the result was actually very little. The US had sent its second fleet, as well as an entire air wing to bolster Japan's defenses against future attacks. But as far as the other nations were concerned, they had adopted a wait and see policy. _They're probably hoping this is just a bad terrorist attack and it'll all go away_ Legion reasoned, feeling disgust, _the fools have no idea what's coming._

Looking up behind her at the Harpy force she had brought along, she decided that now was as good a time as any. Dropping her Nano machine shield, she imagined how they would panic at the sudden enemy contacts well inside their perimeter. As they fell past her and started to launch their attack, she shifted the metal on her right forearm into a large particle cannon before sighting on one of their maintenance bays. Her shot was the opening salvo for their attack as the Harpies then opened fire. And the IISA base burned.

* * *

The explosion from the first blast grabbed the teen's attention immediately, and Maylin couldn't help but groan in protest. _Not again_ she thought, trying not to get too depressed, _why are they attacking us now?_

 _I doubt it has anything to do with you specifically_ 134 responded, _I would say this is simply them attacking the IISA base. I would recommend taking cover until the attack is over._

 _You may be right_ Maylin agreed as she summoned her IS again, _but we can't just sit back and do nothing_. Looking at her friends, she saw her own look of determination mirrored in their faces. They had already lost the IS Academy, they were _not_ about to lose this place, too. As if summoned by their thoughts, a new IS landed in the middle of the stadium and stood staring at them. Legion had detected several active IS in one location the moment the battle began, and had decided to remove them quickly rather than let them lay waste to her forces. But when she saw a group of children standing before her, she hesitated. This wasn't like her previous battles where she had been fighting trained soldiers; these were kids that were still too young to know what a fight really was.

"Why are you here?" she asked as she let her arms drop. "Because you took our home from us," Karen replied, stepping forward and drawing one of her swords, "We're not about to let that go unpunished." "And we're not going to let you kill any more innocent people," Erin added as he stepped up next to her. Letting her head drop, Legion couldn't help but feel disappointed. She had been able to tell from their expressions that there was no chance they would back down. She had seen that determined look too many times to not recognize it. "Very well," she said, shifting her forearms into guns, "Then you leave me no choice."

Bringing both arms up faster than they could react, she fired off a pair of energy bolts at the two out front. Karen and Erin didn't even have time to think, let alone dodge, as the bolts hit home and sent them into the wall. For a brief moment, Maylin wanted to go make sure they were okay, but as she watched Joshka and Ludzik charging the IS she knew she had to back them up. Launching her bits, she made sure they were fully divided before she took flight. "I'll pin it down," she told the boys, "You two close in on its sides!" While they didn't verbally respond, they did split up and slow their pace to give her time.

Opening up with all of her weapons, Maylin peppered the machine with as many shots as she could muster without overheating her weapons. For a few seconds Legion had to just take the attack as she shifted to defense, shedding metal that formed into shield bits before setting them up to intercept the shots. With the long-range attack taken care of, she noticed the two boys coming at her and pitied what was about to happen. Her guns shifted into two blades as she brought her right arm up and blocked Ludzik's slash. Without even breaking her stance, she deflected Joshka's attempted stab before shifting and throwing Ludzik to one side. Now able to focus on just one person, she shifted the metal again so that she was holding the swords rather than having them as parts of her arms. Pressing her advantage over the boy, she lashed out with both swords while her bits continued to block all of Maylin's attacks.

This strategy worked until a wave of missiles hit her from behind, sending her off-balance and allowing Joshka to move past her defenses and put a decent slash into her side. As he moved clear, his grin of triumph turned into a look of shock as the wound flowed back together and closed. "That thing can heal itself?" he asked in awe as the damage from the missiles also repaired itself, "How are we supposed to beat that?" "We just have to pound it into mush!" Ludzik shouted as he charged past him, "Hit it with everything we have!"

"He's right!" Maylin said as she brought up her Command Link, "Don't give up now!" With the link active, their power jumped through the roof as they pressed their advantage. Joshka sheathed his sword before summoning a pair of SMGs and unloading them into her from behind. Meanwhile, Maylin and Erin kept her shield busy deflecting their shots while Karen sent one wave after another of missiles at her from different angles. On top of that, Ludzik was attacking her at close range, keeping her from doing much more than defending herself. While it appeared they had the machine on the ropes, in truth Legion was taking the time to analyze their sudden increase in power and efficiency. _There's no way mere humans could get so skilled so quickly_ she thought as she blocked a strike at her head, _there must be something bolstering them._

Running a quick scan, she noticed there was a subtle remote energy flow between the IS, and that it was all centered around one machine specifically. _Found you_ Legion thought as she absorbed her right blade back into her arm. Taking this as a sign of weakness, Ludzik came at her from the right before she grabbed his blade with her now free hand. Twisting it to the side, she brought her knee into his stomach before allowing him to collapse to the ground, wheezing. After that, it was simple matter of breaking through the ranged fighters. Bringing their swords back out, Karen and Joshka moved to stop her. At a gesture Legion shifted her shield into fang bits before sending them at the two, forcing them back as she rocketed over them.

Landing before Erin and Maylin, she watched in amusement as Erin stepped in front of her before firing at almost point blank. The blast penetrated the armor, but did no real damage as she back-handed his head, sending him skidding away. "You're the reason they got so good so quickly," Legion said, stepping forward, "So I think it's only fitting to remove you first." Bringing her bits down around it, Maylin brought her own rifle up and pulled the trigger. But nothing happened.

"H-huh?" she said, looking down and pulling it again, "What's happening? Why won't it work?" "The moment I got close to you, my Nano cloud infected your weapons," Legion said as it continued to advance, "They will only work if I allow it." To prove her point, she waved her free hand at the bits, causing them all to explode. Her shock turned into pain as her own weapon detonated in her hands, jarring her as well as disarming her. Reaching to the small of her back, Maylin grabbed the handle to one of her energy blades and prepared to use it. But Legion was too quick and soon she was struggling to breathe as it wrapped its hand around her throat and lifted her up. "It really is a shame to end a life so soon," Legion commented as she brought her sword up, "It would have been better if you had just stayed home."

It was over before anyone could move to stop it. The blade entered just below her ribs and exited just to the left of her spine. Her eyes went wide with the pain, too hurt to do much more than give a strangled cry. Withdrawing it in one smooth motion, Legion loosened her grip and let Maylin fall to the ground, her IS destructing in a flash of light. Looking down, she watched as she was slowly surrounded by blood, and realized that it was _hers_. "You children should really learn your place," Legion said as she turned away.

 **The human is continue their campaign, this time moving to take the IISA out of the fight for good. Will this lead to yet another victory? What will happen to our young pilots ow that they face Legion? Till the next chapter.**

 **So, I'm going to guess that one of your most pressing questions is this; did I just kill off the heroin? And the answer is this; you're probably going to love what this leads to. And as for Ludzik's quick change, there's only so long I can drag something like that out before I lose patience with it.**


	15. Chapter 15

Chapter 15; Hunter's Rebirth

Watching Legion attack his friend, Erin felt his whole body lock up. However, the second the blade was out of her body he was up and in motion. "Maylin!" he cried, bringing his rifle up and firing. His near shots drove Legion back and on the defensive, something his friends were more than willing to take advantage of. "You bitch; you're going to die for that!" Karen and Ludzik yelled, bringing their swords up and attacking as one. Since she still only had one blade formed, Legion could only block Karen's attack while Ludzik's blade severed her right leg. Soaring up and away, Legion just sent a command to it and caused it to disintegrate before reforming where it belonged. While the others fought back, Erin landed next to Maylin and propped her up.

"Maylin, can you hear me?" he asked, trying to wake her up, "Hey, answer me! Maylin, stay awake, damnit!" But despite his efforts, she was still out cold and bleeding badly. Bringing up his coms, he tried to call for a medic when he was bombarded with the chatter from the other base personnel. It was a mess of voices and explosions, and while he couldn't follow any one voice in particular the cries for help were evident. _This is it_ he thought as he looked around, feeling fear worse than when the Academy had been attacked. _This is how we die_.

* * *

Drifting in a dark sea, Maylin felt a dull pain in her stomach. Looking down, she saw that her suit was stained red and suddenly remembered being stabbed. _So, this is what it's like to die_ she thought, feeling strangely detached about it. It was almost like it had happened to a different person. After the initial pain, she just felt an incredible numbness where the blade had entered her. Looking around, she realized this was the same place she had been when 134 had taken control of her.

 _That's right, this is the same place_ he said, sounding sad for some reason, _but maybe it would be better to have a proper setting_.

Suddenly, she was lying down on the ground somewhere, staring up at a blue sky dotted with purple tinted clouds. Turning her head, she saw that the sun was setting in this area, and that it was a breathtaking combination of reds, oranges and yellows. She also saw the floor was like a big mirror, reflecting the sky perfectly and giving it a surreal appearance. When she felt a shadow fall across her, she looked up and saw 134 standing over her and looking annoyed. "Are you really this weak?" he asked, kneeling down and scrutinizing her.

"This isn't a scratch," she replied, clutching her stomach, "This… I'm going to die, 134. I don't… I don't want to…" She couldn't keep speaking after that, her fear and sadness overwhelming her. Sighing, he reached down and flicked her forehead, hard. "If you think I'm going to let my operator die from something like this," he said, looking determined, "Then you don't know me." Reaching his hand out, he asked, "Now, are you finally ready to fight?" Looking at his hand, she saw that it was glowing faintly, and she could sense power radiating from it. "Is this…my test?" she asked, looking up at him. "Yes," he replied, his gaze softening, "You possess everything you need already, except for the resolve to fight. Now, are you going to just lay there and die? Or are you going to stand up and fight?"

For a moment, she considered just giving up. She was growing tired, and it would be so much easier to just go to sleep and let all of these problems go away. But then she remembered her friends; they wouldn't have just stood by while she was harmed, they would be fighting with everything they have. She remembered her pseudo sister, Madoka, and Anna. Her parents, all of the people she held dear. _I can't just leave them_ she thought, her look turning from despair to determination, _I_ won't _leave them._ Reaching up, she clasped his hand, causing light to wash over them both. "With this, the transformation will be complete," 134 said, smiling slightly, "I hope you're prepared."

* * *

The second she made contact and gave consent, 134 dialed the suit's transmitter up to its maximum strength before sending out a burst signal, targeting the IISA communications tower. Coupling that signal with the Grand Hunter's Command Link, he sent out the link request to all IS on base before accessing the tower. Normally, he would have followed protocol and requested permission to send a transmission. But Maylin didn't have that kind of time; her rate of blood loss would result in death within minutes. And while that was an incredibly long time for an AI, it still didn't feel like enough for 134. He crashed through the firewalls around the communication systems, bombarding them with the programming equivalent of high explosives as he tore through their protocols. After seizing control, he boosted his signal and bounced it off every relay he could find in the area, searching for the one place he needed to connect with. _Please, please be there_ he thought as he watched Maylin's vitals dropping.

One agonizing minute later, he had contact with the receivers back home. He tore through their lines, not caring that he was cutting off people's calls and internet connections. After finally making his way into the hotel system, he isolated the line down to Tabane's temporary lab. Projecting himself on one of the screens, he took control of a nearby webcam to see. He also felt incredible relief to see that Tabane was in fact at the lab. "Tabane, I need your help, and you need to do it _right now_ ," he said, startling her and Anna. She had brought the girl up to show her the progress on the new arm, but was surprised to see 134 contacting her. "134, how did you do that?" she asked, tilting her head, "You didn't hack their systems, did you?" "Damnit, woman, there's no time for that!" he snapped, causing them both to flinch, "I have two minutes, at best, before my operator bleeds out. Now, hook that new contraption of yours into the damned system."

Understanding immediately what he was asking, Tabane got up and quickly plugged her regenerator into the computers. It lit up almost instantly as 134 accessed it and began to scan its systems. "What do you mean?" Anna asked, walking up to the screen and looking on the verge of panic, "What happened? Where's Maylin?" "I don't have the time," 134 replied as he looked over the data quickly, "This is what I need to start, but now I need power." "There's a power plant on the city's outskirts," Tabane offered. "Not good enough. Stand by," he replied before shutting the screen off.

It was at this point that he boosted the Command Link, relaying the signal through the equipment and lines he had hijacked. He blanketed the entire city with the signal, hoping against all odds that there would still be enough IS for this plan to work. All the while, Maylin continued to slip further and further towards oblivion. _I won't lose her_ he thought as he fed more power into the transmitters, _I won't_. Looking at her ring on the nearby table, Anna noticed that it was starting to shine. Picking it up, she slipped it on before noticing it was a Command Link request. She accepted it without a second thought, praying that Maylin was okay.

Elsewhere in the city, Houki and Ichika were sitting with their daughter and talking idly when their respective stand-by forms lit up. Even Madoka's bracelet on the table next to her bed began to glow with the same request. A few rooms down, Simon's watch began to glow, along with Cecilia's earring. Looking at them in confusion, he watched as Cecilia's AI projected herself over the sleeping woman, her expression asking for permission. They all accepted the request, confused as to what it meant, but all of them sensing it was important. And it wasn't just them. Almost a dozen IS users still in the city received the same request, most of them students. They were all confused as to why their IS were glowing, but they all got the feeling that it was somehow important.

Back on the IISA base, 134 watched as the energy came pouring in. Rather than creating a shared pool, he had modified the system to collect it all for this unit specifically. He now had the blueprints for a device that could save Maylin's life, but he needed to trigger a form shift in order to build it into the suit. The reserves had been climbing steadily ever since he had sent out the request, but once Simon, Cecilia and Houki's IS linked into the system he watched as the power jumped up incredibly fast. Bringing his attention back to his inner space, he looked down at Maylin as her eyes began to close. Reaching out, he shook her shoulder to bring her back. "Hey, no sleeping yet," he said, his voice softening, "We have work to do."

* * *

Putting more shots into Legion from range, Erin tried to figure out just what the hell was going on. They had all accepted the link request, but there was no shared pool like last time. In fact, it looked like Maylin's AI was using their IS as extra processors. There was a small screen on his display that was streaming code incredibly fast, so much so that he only caught bits and pieces. Meanwhile he, Joshka, Ludzik and Karen continued to struggle against Legion. But they had little success in doing any real damage, and their efforts had earned them some spectacular damage. Karen was missing an entire wing, effectively grounding her with the handful of missiles she still possessed. Ludzik had lost the left arm of his IS, just above where his own real hand sat in the gauntlet, which was now just clenched out in the open air. Joshka had gone through several different rifles and SMGs, depleting their ammo before tossing them aside to summon new ones, his sword long since destroyed. Erin had lost the tip of both his wings to near misses, and had lost his left foot to another shot.

And yet, in spite of all this effort, Legion still stood tall without so much as a scratch on its body. While it was impressive that these kids had lasted so long against her, Legion could tell that their strength was starting to run out. _Not much longer_ she thought, _and then the fun truly begins._ She was going to enjoy their defeat, the look of despair on their faces as they realized their pitiful lives were coming to an end. But before she could start to enjoy her victory, she detected a power spike behind her. Turning around, she froze up at what she saw. In fact, they all did.

Maylin was picking herself back up, surrounded by a strange golden aura and the wound somehow closed. "H-how?" Erin asked, unable to really understand what he was seeing. This turned to concern when he saw the look in her eyes. It was as if they were burning with the same energy, her blue eyes suddenly turning into a brighter yellow. Bringing her right hand up, she clutched at her pendant while looking at Legion with cold furry. "You have crossed a line," she said, her voice somehow sounding stronger, "And now, you will pay for everything that you've done." At this, the aura suddenly became blinding and whipped up into a frenzy as Maylin's IS formed around her. And for a moment, it was the same Grand Hunter they had known, until it began to glow gold and change.

The legs lost most of their mass, becoming sleeker and more refined; the feet splitting down the middle to give it a three-pronged pad. The arms became slimmer, with her right hand forming a small sapphire on the back of its palm. The chest plate expanded, turning into more of a mesh as wires of metal crisscrossed around her torso before another sapphire formed, this one V-shaped and just below her throat. The clips she had in her hair also fused together, creating a ring around her head and forming a third gem, an emerald, just above the middle of her forehead. Even with all of this, it was her wings that underwent the most astounding shift. Expanding outward, they sprouted metallic feathers as they continued to grow, becoming like the wings of an angel.

As the change ended and she stood there in her new machine, Maylin felt the incredible power coursing through its systems. "This is not the Grand Hunter you so easily beat before," she said, bringing her left arm up, "This is the master of the hunt; Artemis the Grand. And it will be the end of you, machine." Clenching her hand into a fist, she loosed a wave of pure green energy that flowed out from the gaps in her fingers. It flowed out at right angles to her arm before forming together into a metal bow with an elaborate hand-guard, complete with an energy string connecting the two points. Taking flight, the same energy came streaming out of her wings and gave her an incredible speed boost. Maylin slammed into Legion before she could even react and carried them both through the nearby wall.

As they smashed through, she flipped up and over, letting the machine and the debris continue on out across the runway. Picking herself up, Legion tried to figure out just what the hell had happened. _How is that the same girl_ she wondered, shifting its free hand into a gun as it stared at her. Before it could even try to shoot, Maylin brought her bow up and drew the string back. With a burst of energy from the crystal on her hand, she formed an arrow just like she had formed the bow. Taking a moment to aim her shot, Maylin let the arrow loose as she ducked to the side to avoid Legion's fire. She tried to shoot the arrow down, but as the bolt hit the arrow just passed through with no damage done before impacting her left shoulder. The explosion wasn't massive, but it was powerful enough to blow her arm off.

"Your people took an arm from one of my friends," Maylin said as she prepared another shot, "I would say consider us even, but we're not even close." "Don't get too full of yourself, little human!" Legion said as it worked to repair the damage, "You have no idea how much pain is coming your way now." As her arm reformed, she flapped her wings and sent out a flight of fang bits, confidant this would put the little upstart down. Taking a brief moment to examine them, Maylin kicked more power into her flight systems as she turned her bow on them. While the bits moved incredibly fast, Maylin just turned into a blur as she dodged them all. Her friends had flown up and out of the stadium by this point, and they just saw a green streak dodging a swarm of metal fangs. Her moves were quickly punctuated by explosions as she systematically shot the bits down. Drawing the bowstring back almost as fast as she was moving, Maylin kept up a constant stream of fire as she picked them off.

After the last one was dust she turned her attention back to Legion. Using her increased speed, she moved around the machine in various orbits as she opened fire. Legion was able to dodge some of the arrows, causing them to detonate on the pavement. Others, however, hit home and started to blow holes out of her. It didn't help that she was moving faster than Legion could track as she tried to return fire. The first three shots Legion was able to take, but after that Maylin's rate of attack started to outpace her regeneration. Finally coming to a stop in front of the machine, Maylin brought her bow up and charged up a special arrow. "Now, let's see how you handle this!" she cried out as she took aim.

Letting the arrow loose, it flew a good meter away from her before splitting into a dozen different shots. These separate shots spread out in a wide arc before converging on Legion, consuming her in a massive explosion and sending chips of concrete everywhere. "Are we sure that's still Maylin?" Karen asked, in awe of the power she demonstrated. "I saw the same thing you did," Erin replied, "And I'm still not entirely sure." "Who cares?" Ludzik asked, crossing his arms, "She's kicking that thing's ass. That's good enough for me."

"Stop hiding," Maylin said as she stared at the cloud, "I know that wasn't enough to destroy you." Sure enough, as the smoke cleared they saw a battered and damaged Legion. Her wings had been shredded and she was reduced to one arm. She also had multiple pits and dents across her torso and legs, but was still standing upright. "Are you ready to die now?" Maylin asked, bringing her bow back up. "You think you can destroy me?" Legion asked, sounding like it was on the edge of hysterics, "You don't even know what you're fighting against! I will kill you all!"

With a cry and a sudden burst of power, Legion shed a large layer of its Nano machines before sending them out in a shockwave. This served to rip up the pavement around her, as well as cause Maylin to hesitate since she hadn't expected this kind of attack. Recovering quickly, she prepared an arrow just as the wave impacted her, sending her flying back like she had just been hit by a bus. Taking advantage of this, Legion took flight and retreated with the rest of its Harpies moving to fly escort around her. Before the remaining defenders could try to intercept them, Legion deployed her cloak and disappeared from all scans.

Picking herself up, Maylin allowed her bow to destruct in a flash of light as she looked out at where Legion had gone. Somehow, she knew that it would be back. _How can I be so sure of that_ she wondered as she finally took a look at her machine. "So, was this what you had in mind, 134?" she asked out loud as she marveled at it. A screen then popped up in front of her with the AI's image, and he looked pleased. "More or less," he replied, "Although I can't tell you how badly I _didn't_ want it to be under those conditions. Still, my platform is now up to par with my core systems and you're still alive, so I'd call it a win. Welcome to a 4th generation IS, Maylin."

* * *

Pacing back and forth in their command center, Fairy was trying _very hard_ to suppress her anger at the recent turn of events. She had just received a situation update from Legion, and it had destroyed her previously optimistic mood. So far, their plans had been running as smooth as industrial lubricant. But now they had a problem; an unforeseen transformation and the near destruction of one of their command units. The fact that Maylin Felix had advanced to a 4th gen pilot was disturbing, but the power she had demonstrated was more worrying.

As far as they were able to determine, her IS was unable to make such a shift. She knew this because they had accessed the Academy's computer system almost ten years prior to their attack. She had used that access to keep tabs on the development of most public IS technology, since it usually found its way to that place in one form or another. She had seen the schematics for her Grand Hunter, and while it was a remarkable piece of engineering it hadn't possessed much of a threat to merit special attention. _Until now_ she amended as she thought it over again.

She should have seen the signs earlier. The fact that the girl had turned her battle with Weaver around so quickly was proof enough that she wasn't just some average pilot. In fact, the actions of her entire little group during that battle had left Fairy with a bad feeling. She had dismissed it, however, assuming that it had been the result of a small strike force battling against a close-knit group. This was something that Fairy had taken strides to counter in her planning; knowing full well how destructive such groups could be when properly motivated. It was the reason she had smashed the IS Academy in her opening gambit, why she had started targeting IISA facilities and personnel, and why she had placed all of Simon's friends under surveillance five years ago.

She had already dealt with Laura Bodewig, leaving her crippled and effectively out of the game for the next few weeks. Charlotte Dunios and Lingyin Huang, however, had proven to be more difficult targets. Charlotte had pretty much dropped out of the IS competition circuit completely, spending her time building up her company and making sure the next generations would have the best equipment possible. This had made her relatively had to isolate, and had also had the side-effect of leaving an imposing arsenal at her fingertips at all times of the day. While Lingyin, on the other hand, had retained her position as China's Representative, she had grown into a very skilled pilot over the past few years. She had even collected a small group of followers who also happened to be IS pilots.

Both women would require dedicated strike teams, as well as two or three of their command units to put them down effectively. And while Fairy would have loved to deal with them now, she couldn't spare those kinds of resources at the moment. As for the last of her targets, she had hoped that they would have been dealt with during the Academy attack; two birds with one stone. She had been irritated to learn that their only success had been with Cecilia, and even then the infernal bitch was still alive, albeit on life support.

While this had taken one of the few 4th gen IS out of play, it was only to be replaced with one that was arguably more dangerous. _Somehow, whenever that girl is involved in a fight her comrades get better_ Fairy thought, trying to organize her data on Maylin, _she must be using some kind of advanced support system. But how did that result in a shift?_ It remained a sore point with her that even with almost 20 years of private research and compartmentalized contracts with companies, she was still no closer to discovering how to achieve a shift into a 4th generation model. She had overseen the creation of some of the most powerful platforms that had ever been seen, a fact that had been proven when they laid waste to the IS Academy. But, they were still limited to 3rd generation frames, and this limitation was going to become a serious issue in the future.

"Fairy, what should we do?" Saber asked as she watched her leader pacing. She could imagine the frustration she felt over Legion's defeat. She had planned and obsessed over this for so long, only to have her plans threatened. And by the child of the woman that had nearly destroyed her; _that_ had to be infuriating in its own right. Turning to Saber, Fairy weighed her options. To be honest, they had few choices at the moment. They could either focus their attention on these individuals and eliminate them now at the risk of showing their hand to the entire world, or they could proceed as planned. With any luck they would eliminate those same individuals in the process, but it wasn't a guarantee.

"We continue as planned," she said, deciding to stay the course, "Alert Wraith and Reaver to take the train to the station and prepare their forces." "As you command," Saber replied as she accessed their long-range communications. While she left the particulars to Saber, Fairy found herself replaying an old conversation between them. They had all been a little apprehensive about the proposed change to Legion's frame. Allowing her to be converted into one large mass of Nano machines with an IS core in the middle had been something of a gamble in the beginning. They had no way of knowing if their minds could cope with that state of being, and yet Legion had adapted to it well and had been able to move and interact like the others within a few days.

The problems had emerged when she had begun modifying her self-repair programs. She had discovered that she was able to assimilate nearby material to make herself denser and harder to damage, and this had led to several experiments with various materials. After a while, she had attempted to assimilate one of their Harpy units, including its imitation core. This had resulted in irreparable damage to it, as well as a forced partial-shutdown of her systems. Fairy had been very concerned with what this could mean if Legion could assimilate fake cores and had ordered safe guards be put in place around those programs to prevent such use in the future.

Saber, however, had been less than pleased with this decision. "She represents an incredible opportunity," she had argued, "Legion has the potential to become the strongest weapon in our arsenal, and you want to tie her hands?" "I have no problems with her increasing her power," Fairy had replied, "I do have a problem with her using our own units to do so." "Those machines are just expendable hardware," Saber retorted, snorting, "What's a few of them compared to the kind of power it could give us in the long run?" "She's free to devour our enemy's machines till her heart's content," Fairy had said, "But I will not allow her to feed off us, and that's final." She had left at that point, ending the debate there. Her decision had been made, and her command units knew not to challenge her.

 **A new IS is born, and with it Maylin takes her first step into unfamiliar terrain. What kinds of plans does Fairy have in store for her and her friends? What about the fate of Simon's other friends around the world? Till the next chapter.**

 **Well, I hope this made up for what happened previously. Decided to go old-school with her weapon since we see so many big guns and swords in this kind of universe already. Look forward to Artemis' other capabilities, because I promise you haven't seen anything yet.**


	16. Chapter 16

Chapter 16; Recovery and Retribution

Destructing her IS, Maylin dropped to the ground before remembering the injuries she had sustained. Looking down, she brought her hands up to where she had been stabbed. The fabric of her suit was still ripped from the blade, but she only felt unbroken skin underneath. _I'm okay_ she thought in amazement. She remembered the pain from the blow, but the damage was completely gone. _How_?

 _Let's just say that I made some creative upgrades to my platform_ 134 said, sounding proud of himself.

Any further wondering over this was interrupted when Karen appeared in front of her and crushed her in a hug. "Oh my God, Maylin! Are you okay?" she said, stepping back and bending down to examine the tear in her suit. When she realized that all of her friends had surrounded her, Maylin started to feel self-conscious and could tell her cheeks were warming up a bit. "I'm fine," she said, stepping back and patting Karen's shoulder. "Like hell you are," Erin said, looking serious, "I watched that thing stab you. I saw the blood. How are you still alive?" "Erin!" Karen exclaimed, rounding on him. "What? We're all thinking it," he said, glancing at her.

"It's alright, Karen," Maylin said, trying to ease the tension, "To be honest, I don't know how I was healed. Or how I got that new IS." "Are we really complaining about this?" Ludzik asked, walking up and glaring at all of them, "She's still alive, _and_ she kicked that things ass better than all of us combined." Turning to Maylin, his looked hardened for a second before he took three quick steps forward and wrapped her in an awkward hug. "I'm glad you're okay," he mumbled, his tough-guy façade falling away for the briefest moment. For a moment, she was too stunned to say anything. But then she smiled and returned the hug, replying, "Me, too."

Ludzik's completely out-of-character actions shattered the tension the others had been feeling, and Erin was the first to show it. Dropping to his knees, he leaned back and heaved an enormous sigh of relief. It quickly turned into a yawn, and for whatever reason Karen found that incredibly funny. Joshka did, too, and they laughed away as Erin looked at them in confusion. Stepping away from Maylin, Ludzik brought his mask of indifference back out as he looked at the three of them like they were fools. But Maylin saw through it, saw through them all. They were all relieved that they had come through that relatively unscathed. They were all still alive, and that was something to celebrate, if only for a little while.

After they had a moment to bask in relief, they went to work gathering the wounded for treatment and trying to make some sense of the wreck that had been the base. The Harpies hadn't held anything back, and they had struck with brutal efficiency. The first buildings to be destroyed had been the IS repair bay and two of the hangers. The barracks had been the next target, and then they had split into smaller groups as the defenders started to fight back. Their lack of shields had been a blessing, allowing the IISA members the ability to actually destroy a few of the machines. But the overall difference in firepower had been almost overwhelming, and they had lost three people for every machine they shot down.

That is, until Tatenashi came bursting out of the command building. She had been death incarnate, her modified Mysterious Lady cutting a path through the Harpies and leaving bits and pieces in her wake. She had lost her bubbly, flirty attitude thirty seconds into the attack. After the word of the first casualties, she had become the fighter that only her sister and her second-in-command knew; cold, calculating and precise. Kanzashi had, meanwhile, taken a stand to protect the research division. She had sent out several waves of missiles to deter any up-close attacks, and had been able to hold them off rather well for the duration. At the end of the day, as the sun began to set, Tatenashi collapsed in her office chair and heaved a bone-rattling sigh. The final figures had come in, and while they weren't as bad as they could have been, they still left her feeling frustrated and defeated. 23 dead, 35 injured; not to mention the facilities they had lost and the equipment that had been destroyed. _If their goal was to cripple our response time_ she thought as she glanced out the window at the remains of her headquarters, _they sure as hell succeeded_.

* * *

Sitting on the edge of her bed, Madoka tried her best not to fidget in frustration. Thanks to Tabane's treatments, she had been able to recover faster than even she thought possible. Now she was trying to sit still while a doctor examined her. He seemed incredibly skeptical about her recovery, almost like he expected her to break at any moment. While Madoka resented the thought, she had to admit to being a little scared about all of this. She could still remember the pain from her injuries, and the fact that she felt none of it now was still a little off-putting. Shaking her head to clear those thoughts, she tried to focus on what was important; her friends were out there getting stronger to fight these things, and she needed to meet up with them again.

As the doctor finished his examination, he walked over to the table and wrote something down on the clipboard. "Can I go now?" Madoka asked, her patience finally starting to wear thin. "Well, in spite of my skepticism, you seem to have made a full recovery," he replied, heaving a sigh as he looked at her, "My professional recommendation is that you take it easy for the next few days. But, yes, you can go." She tried not to act too excited, but there was no denying the bounce in her step as she got up and walked over to a locker. After the doctor had left, she changed into an outfit her parents had brought over before leaving the room that had almost become like a prison. After signing out at the desk, she immediately hailed a taxi and went to Tabane's temporary lab. She would need help to improve her IS, because she had had enough of sitting on the sidelines.

* * *

Time passed, and for two days Maylin and her friends knew some peace. They worked hard to help repair the IISA base, they trained, and eventually they were transferred to a new commander. "Wait, I thought that Kanzashi was the one in charge of us?" Erin asked, confused. They had been called into one of the undamaged hangers after having their other duties cancelled for the day. "Normally, you would be," she replied, leaning back on one of the tables as she looked at them, "But after the damage we took, I need her focused on replacing the equipment we lost. But don't worry, the commander I have in mind is someone I trust." As if on que, another woman walked into the room and stood next to Tatenashi, her arms crossed and the look on her face not unlike what Ludzik used to have. She wore the same kind of uniform as everyone else, except she had decided to go with rather baggy pants. She also had long, silver hair and an eyepatch, which made her look all the more intimidating.

Maylin instantly recognized her as Laura Bodewig from the class photo her parents kept, and she felt incredibly nervous about having to answer to someone like her. If half of the stories about her were true, then they were being handed over to someone who was a far cry from normal. "This is the captain for the IISA's main combat squad," Tatenashi explained, watching their reactions to what she was saying, "Her team is currently being rebuilt, so for now I'm giving her you five. Treat her with the respect she deserves, and everything will be fine." Turning to the other woman, she continued, "Laura, they may have chased off that nightmare of a machine, but they're still kids. Try to go easy on them."

Laura just huffed in reply, her one eye going from one of them to the next as she scrutinized every little detail. Apparently pleased with that answer, Tatenashi left them to get acquainted while she returned to her duties. The six of them stood in an awkward silence for a while after that. The kids weren't quite sure how they should break the ice with someone like Laura, while she was still sizing them up. In truth, she wished that she still had her old team; they had been women she had trained personally, and she trusted each of them with her life. But these kids… Even after reading all of the material they had on them, Laura wasn't so sure about them. Sure, they were all talented pilots, and they had a real knack for working together that just came naturally.

"So, which one of you is the leader of this little group?" she asked finally, her eye immediately going to Maylin. If she was half of the person that her parents were, than Laura knew that she would have some real potential. She was still surprised when everyone else turned their eyes to the girl, while she looked at them in shock. "No, no way," she said, raising her hands and taking a step back, "I'm no leader. I can't be." "And yet they look to you," Laura noted, walking forward to face her, "They clearly trust you enough to follow your lead, even the boy with a sour face." Ludzik remained silent at that comment, since he couldn't really argue with her. "So, from this moment forward you're my second," Laura stated, "Now then, I want to see what my new team is capable of. Everyone get changed and meet at the training field in 15 minutes." "But I thought we were excused for the day," Erin said, deciding to speak up. "You were excused from your daily duties," Laura clarified, "You're not excused from my orders. Also, Maylin, tell your AI to meet me at the grounds. I have a request for him."

And with that, she turned and left them to look among each other in slight confusion. All except for Ludzik, who stepped forward full of his usual confidence. "Well, if she wants to see what we can do, I say we give her one hell of a show," he said, projecting his usual confidence as he followed Laura out. That was enough to shake them from their indecision, although Maylin still had reserves about what had just happened. _I'm the leader? There's no way_ she thought as she walked towards the locker rooms, _there has to be someone better suited for this._

 _For crying out loud, girl!_ 134 exclaimed, causing Maylin to jump, _I thought we fixed this. And yet here you are doubting yourself and everyone else, again!_

 _Well, it's a bit much for one girl, don't you think_ Maylin replied, trying not to let everyone else know that their 'leader' was really uneasy about all of this, _especially since I have to report to Laura Bodewig; not to mention meeting her expectations._

 _She can't be that bad_ 134 shot back, sounding unconvinced.

As they got ready, 134 appeared on a holo pad next to Laura in one of the observation booths with his usual look of indifference. "You needed me for something?" he asked, crossing his arms. "I've looked over the training systems you put everyone through," she said without looking at the pad, "It's not bad, considering how little experience they actually have." Even though he wouldn't admit it, 134 actually took some pride in how well those kids had risen to the challenge of his training. "Now it's time to take it to the next level," Laura continued as she typed in a series of commands. Looking over the new parameters, he had to take an extra few cycles to actually verify that she had set them. "Are you serious?" he asked, turning to her, "I don't think I can carry this out."

"I think they can handle it," she told him as she watched the kids enter the field, "Execute the commands." "You realize this could very well end in a trip to the infirmary for all of them, right?" 134 asked, just to be clear about her intentions. "They need a real lesson in combat," Laura said, finally turning to look at his projection, "It's far better to do that under controlled combat than a real battle. Now, execute the program." Heaving a sigh, 134 complied, although he had a very bad feeling about where this would head. Out on the field, the 5 pilots had already summoned their IS in preparation for whatever Laura would throw at them. "We can do this, right?" Karen asked as she shifted nervously. "Well, _you_ might fall short, but I'm going to blow away whatever test that woman has in mind," Ludzik replied. Erin and Maylin just glanced at each other and shared a sigh as the various ports for training bots and targets opened.

* * *

Back at the hospital, Simon woke up to a rather stiff neck. He had fallen asleep next to Cecilia's bed the other night, and a part of him couldn't help but admire the irony in that. Rubbing the sleep from his eyes, he sat up before feeling something on his hand. Looking down, he saw that her left hand had moved to grip his right hand in the night. Standing up and gripping her hand, he leaned over her bed and brought his other hand up to her cheek. "Cecilia…?" he whispered, hoping that this wasn't a dream. After a few moments, however, she stirred and brought her other hand up to the one he had on her face. A few long minutes after that, her eyes cracked open.

It took her a while, and a lot of blinking, to get used to the light in the room before she could focus properly. But then she turned her head to look at him, and she cracked a weak smile. "Si…," she croaked, her throat unbelievably dry, "…Simon?" He quickly helped her to sit up before grabbing a cup and pouring her some water. The taste of water was pure bliss, and she savored it before looking back at her husband. "Thank you," she said, smiling stronger this time. "How are you feeling?" he asked as he sat back down and took her hand. He couldn't describe how good it felt to have her back, but there was another part dreading what one of her questions was undoubtedly going to be. Glancing around the room, she seemed to notice as she asked, "Where's Maylin?" _Yeah, this one's going to be_ fun _to explain_ he thought as he took a breath.

* * *

The next day came around, and through all that time Laura had been putting Maylin and her friends through hell. That wasn't just a metaphor; at one point several of the offensive drones were equipped with flame-throwers, and they made liberal use of them on the five teens. Through it all, 134 watched from the various cameras with a growing sense of unease. He had been tough on them before, it was true, but what this woman was doing bordered on cruel. She wasn't pushing them to their limits; she was trying to break them. Finally, after their fifth attempt ended in yet another failure, Laura said, "Again," without batting an eye. That was when 134 discovered his own limit. "No," he replied, dismissing the drones.

"Was I unclear?" Laura asked, turning to the hologram, "I said do it again." Glancing at her, he didn't even bother repeating himself as his hologram disappeared. Down on the field, he reappeared in Maylin's HUD. "Training's ending early today," he told her, using the IS' audio to make sure the others heard him, "Go take a break." "I thought I gave you an order," Laura said, startling them all. They hadn't realized she had come out onto the field, and she did not look pleased. Projecting himself at full size between her and the kids, he crossed his arms and glared at her. The others may not have been able to tell, but Maylin could see it; this wasn't his usual stand-offish attitude, this was genuine anger. She could feel it through her link to him, and it was actually a little scary.

"You did," he replied, "But I don't take orders from you. And even if I did, I refuse to help you take your frustrations out on these kids." "Is that what you think I'm doing?" "Why else would you be subjecting them to this torture?" he shot back, his gaze never breaking from hers, "I was willing to endure it the first day, thinking that there was some hidden meaning I just wasn't grasping. But after today, I know that you're just doing this because you can." "I'm doing this because I have to!" Laura shouted, startling them all, even 134. Her quiet demeanor was gone, and in its place was someone that nearly trembled with rage. "I'm doing this because these _children_ don't know the first thing about real combat!" she continued, clenching her fists and taking a step forward, "I'm doing this because I'll be damned if they fall into the same traps that I did when we first fought these _things_. They aren't just some cartoon enemy; they are _the_ enemy, and they _will kill you all_! So don't think you're in any position to criticize my methods because you got lucky a few times, _machine_."

Glancing between the two of them, Maylin tried to figure out if there was a way for her to stop this before it went too far. However, it wasn't her voice that stopped their argument. "Are you two done bickering?" Ludzik asked, raising his voice to be heard, "Or should we pull up some chairs and grab a few bags of popcorn?" "You think this is a joke, boy!?" Laura demanded, rounding on him. "Of course it isn't," he replied coolly, "You're Germany's best pilot since the conception of the IS, and 134 is the end result of countless hours of research and development. If this is anything, it's sad; you two should be the best that we have available, and you're at each others throats." Glancing at 134's projection, he continued, "I can understand how frustrated you are, Captain, so how about this? You and I train, one on one, and we leave them out of this."

"You think you stand a chance against me?" Laura scoffed. Without breaking eye contact, Ludzik summoned his IS and drew his sword, motioning that the others should leave. While they did, it was very reluctantly, especially for Karen. "He'll be alright, won't he?" Joshka asked, concerned at what might happen. "Ludzik's nothing if not durable," 134 told them, projection a small hologram over Maylin's shoulder as they walked, "In truth, this might be the best outcome. She can work through whatever it is that's bothering her, and he can get some quality training from someone who fights like him." "If you say so...," Karen muttered, glancing back. Maylin just smiled as they continued on.

As it turned out, it was the best solution to the problem. The next day, Laura gave them some light duty while pulling Ludzik aside for a private session. According to Erin, he had looked like hammered shit when he finally made it back to their rooms. When he had asked, however, Ludzik only replied with, "She's strong." Seeing the way he lit up, even though it was only slightly, told Maylin that he genuinely enjoyed the challenge. It was what he had been searching for at the Academy; an opponent that would push him to his full potential.

But as they were gearing up for their respective sessions, Laura got an unexpected call. And after less than a minute, they watched as the color drained from her face. When she hung up her phone, they were all barely able to contain themselves as she glanced at them with something almost akin to fear. "Where?" Ludzik asked simply, knowing that there was only one thing that would cause this kind of reaction.

* * *

It had seemed like a relatively normal day for most of Japan. Even with the rogue IS machines still at large, the people felt relatively safe. News about the raid on the IISA base had been controlled, so no one outside of a select few knew just how bad the situation had gotten. The Japanese government had already sent delegates to a closed-door meeting with several other nations to discuss what measures they needed to take to address this threat, but again, few people knew just how important those talks actually were. In truth, Japan's leaders were scrambling. The autonomous IS had not only been able to strike at three targets within their country, two of which were practically fortresses, they had also been able to avoid all attempts to track them back to their own bases. At present, they were requesting that the U.S. lend their expertise with stealth technology to help with this problem. But such a request had been made far too late to matter.

Looking up in response to a strange noise, one random citizen in Tokyo noticed a large cargo plane flying low over the city. In short order, there were a lot of spectators as this plane did a slow circle before opening its cargo ramp. Before it could unload, several plumes of water erupted from the bay as multiple cruise missiles were launched. They streaked upward for a few moments before arching towards the city as they targeted multiple radio and cell towers, as well as several substations. This chain reaction of explosions sent the citizens into a panic, and at the same time as they were fleeing, multiple objects began to fall from the plane overhead. They were a modified version of the cyber cats that had been used previously; however, these weren't designed as weapons. Rather, they were search and capture units.

The first one landed in the middle of a crowd, sending them scattering in all directions. People were running around and into each other, cars and signs as this machine picked itself up. After running a quick diagnostic to check all systems, it locked onto the first obvious target and fired. The pulse of energy hit a woman square in the back, and she fell to the ground writhing as it scrambled her nerves. Ignoring her, the cat moved to pick off more people in the crowd, and it did so without mercy. Men, women, even children above a certain age were all struck down and left unconscious. By the time the crowd had cleared out, almost 30 people lay in a rough circle around the one machine.

The same thing happened throughout the city as the capture units went to work. At the same time, several submersibles surfaced and disgorged their Harpies to both collect from the population, and to suppress any hostile responses. To their credit, the police attempted to do just that as they tried to direct people to safety. One group of five officers ended up squaring off with one of the Harpies, and they brought all of the weapons they had to bear. The Harpy's armor deflected the bullets easily, and taking aim with its rifle it sent slugs at the officers that were enough to punch through tank armor. Even the few Self Defense Force ships that happened to be in the harbor didn't stand a chance as torpedoes impacted them, snapping them like twigs and sending debris and people up in geysers of water.

Back at the IISA base, Maylin and her friends were looking at Laura in shock as she told them what was happening. For her part, she couldn't believe that the human IS would go this far. Sure, they had attacked a city before, but it had been a small-scale raid. This was a full-blown assault, and judging from what little got out before all communication was cut their objective was to secure more people to process. "We're going to stop them, aren't we?" Ludzik asked, being the only one that seemed unfazed. "I haven't received any orders to stop them yet," she replied. But before Ludzik, or anyone else, could argue that she continued, "But, I haven't been ordered to remain here, either." It took Maylin a moment to understand what she was saying, but once she did she realized they only had one real course of action. "Gear up," Laura said, her normal tone of authority returning, "We're moving out in 2 minutes."

 **As those left behind begin to fully recover from their injuries, Maylin and her friends make a fateful decision. Can they make it in time? And what will be the result of this next battle? Till the next chapter.**

 **I'm back! Not gonna lie, this story kind of slipped onto a back-burner as other things came up (real life SUCKS). But, I'm back, and I will work to finish this story.**


	17. Chapter 17

Chapter 17; The Battle for Tokyo

They were geared up, on a plane and on their way to Tokyo in less time than even Laura thought possible. She had been able to get them onto a small cargo plane pretty easily, but she hadn't been able to get them clearance for take-off. That task had fallen to 134, who had 'found' their clearance in the systems when he was poking around. It had all looked official, so by the time that Tatenashi figured out what they had done they would be at the fight. Speaking of which, Maylin took a moment to look around the cabin at her friends. The cheerful banter she had been expecting wasn't there; instead they were all silent and brooding. She could almost taste the tension in the air, and it made her wonder just how much would be left by the end of all of this.

 _This enemy is chipping away at our innocence, piece by piece_ she thought as she turned back, pulled her legs up and rested her head on her knees, _pretty soon, we won't be able to go back at all_.

 _I agree, it is regrettable_ 134 commented, _and it's a damned waste. But the only other choice is to sit back and let this happen._

 _I won't_ Maylin replied firmly. Her brush with death might have taken pieces of her with it, but it had steeled her resolve. This enemy was willing to kill them all, and she couldn't, wouldn't, let them harm her friends again. As the flight dragged on, Laura called 134 into the cockpit. "I need you to take over," she said simply. 134 didn't even reply, he just nodded as the control stick jumped slightly as he took over the autopilot. Moving back into the passenger section, she waved everyone over while trying to appear in control. In truth, she was terrified about what they might face here. Her own team had been taken down by one of their special IS, and it was very likely that there would be several of them leading this attack.

"Alright, we have virtually no idea what will be down there," she began, seeing no reason to sugar coat this, "So, we're sticking to the basics. Ludzik and I will move down to the harbor and try to cut them off from whatever ships they have. My guess is that's how they'll try to transport their…captives out of here. Maylin and Erin will head into the city center. What few reports we got said that there's still fighting going on down there, so they'll need some help. You're also going to have to activate your Link system. Finally, Karen and Joshka will be on disruption duty; you two will do a circle around the downtown area and hit them hard wherever you find them.

"I won't lie to you; this is going to be tough," she continued, allowing her voice to soften a little, "Just stick together and remember what they taught you at the Academy." "We'll make you proud, Captain," Ludzik said, smirking. Laura just smiled before ruffling his hair, and that was the point when their world fell apart. They had been approaching Tokyo, and 134 was about to tell them when something put an energy bolt through the right engine. The plane lurched to one side and began to wobble dangerously. 134 tried to correct it with the flaps and the other engine, but this plane was going to go down. "We need to get off this thing, now!" he said as he projected himself near Maylin. Looking at his projection, she saw a group of Harpies had pulled level with them, and that one of them was holding what looked like a rocket launcher. "Suit up!" she screamed as she activated her IS.

The rocket impacted the side of the plane, blowing it to pieces. But from that smoke soared a number of IS, 6 to be exact. Letting loose a pair of cannon shots, Laura shouted, "Ludzik and I can handle this. You have your orders, move out!" Ludzik grinned as he took a two-handed grip on his sword and charged, deploying the energy blade and slashing through two Harpies in one go. While he and Laura kept them busy, the other split off and moved into the city. Maylin breathed a quick prayer that they would all come back in one piece.

* * *

Taking a firm grip on his older sister's hand, a young boy of no more than 12 tried to get his big sister to safety before the machines came back. They had been out with their parents shopping when the IS attacked. His sister had seen them and pushed him into an alley right before she was shot and stunned. But in the confusion she and several others had been left unconscious on the street. Now he was trying desperately to get her out of sight, but she was easily twice his size. Just as he was about to get her into the shadow of the nearby building, something landed behind him. Turning around, his eyes went wide when he saw one of the Harpies. It looked at him, its head tilting one way then the other before it brought one of its clawed hands up and latched it onto his shoulder.

"Let me go!" he shouted as it picked him up. Grabbing its wrist, he tried to twist it and break free. He might as well have been trying to snap the limp for all the good it did. Grabbing the stun pistol on its hip, the Harpy prepared to neutralize him when an energy bolt took its head off. The now lifeless body crumpled to the ground, releasing the boy to stumble back in shock. Landing next to him, Erin scanned the area while Maylin knelt quickly to address the boy. "You need to get somewhere safe, quickly," she said, trying to sound friendly. "I-I need to get my Sis out of here," he replied, trying to act brave. Seeing the unconscious woman, Maylin walked over and picked her up before hurrying over to a nearby shop. Kicking the door down, she laid the woman down towards the back while her brother followed.

At that moment, Erin opened fire on a group of Harpies, getting Maylin's attention. "Stay here until we're gone," she told the boy, "We'll send help when we can." "What about my sister?" he asked. "She's just unconscious," 134 said, "She'll come around in a few minutes." Giving the boy a reassuring smile, Maylin went back out onto the street and materialized her bow. Taking flight, they drew the Harpies a few blocks away before they began to take them out. Drawing on their combined power, Maylin fired off several splinter arrows. They soared for a few feet before breaking into half a dozen smaller shots that sought out their targets and tore them to pieces.

"How long can we keep this up?" Erin asked as he shot down another Harpy. "Unknown," 134 replied, "They're using jammers to limit communications and active scans throughout the entire city, so I can't see more than a few blocks in any direction." "Then we'll just have to keep at it until help arrives," Maylin said as she prepared another shot. "Assuming it does," Erin commented as he took aim. He didn't notice the wire around his arm until it was far too late. "Maylin-!" he began before he was yanked away and thrown into an office building. Before she could move to help, she noticed more wires coming out of the same building. Guided by their anchors, the wires moved outward to ensnare her, leaving no room to escape.

* * *

Outside the downtown area, a group of police had barricaded themselves in a small shopping center with a number of civilians. They were also under siege from a number of the cats, which had managed to blow several holes in the building already. However, two of them had been brought down by combined small arms fire, so they were hesitant to enter the building and fight at close-quarters. They had been programmed to take people alive unless there was no other option, and the situation hadn't quite reached the point where they were authorized for lethal force.

That decision was made for them when a swarm of missiles rained down and chewed them to pieces. Two cats survived the bombardment, only to have Joshka land between them and gun them down himself. "Get those people out of here!" he shouted at the defenders, "We'll cover you!" Taking flight again, he watched as two more groups of cats came at them. "You good on missiles?" he asked Karen as he prepared to charge. She remained silent as she flew higher before firing another wave of missiles from her wings. In truth, she was concerned about her friends, especially Ludzik. She hadn't wanted to admit it, especially after Maylin's joke about her crush, but she really did care about him. After teaming with him for the tournament, she had learned that his tough and abrasive personality was just a front. He could be really kind in his own way, and she knew he had a gentle heart.

"He'll be alright," she muttered as she watched Joshka open fire. They were all using the Command Link, after all, so the power they had access to was far greater than anything their enemy had in the city. If they stayed alert and fought smart, then there wasn't anything to fear.

* * *

Slashing through the last Harpy, Ludzik looked out over the port and allowed himself to smile. These things weren't anywhere near a challenge, but they did make good punching bags. Turning to where Laura had finished her last opponents, he felt nothing but admiration for her. He had grossly underestimated how strong she was as an IS pilot, and after a few sparing matches he had come to respect her immensely. She was everything he wanted to be; strong, confident and uncompromising. "Looks like we've secured this area," he said as he moved to put his sword away. He didn't have any time to think as something smashed into his back and sent him skidding along the ground.

Rolling with the momentum, he leaped back to his feet and turned to see the sword IS standing there, it's six blades held ready. "We meet again, child," it said, "But this will be the last time." "You got that right!" he shouted as he brought his sword around and charged. Rather than trying to stop his charge, Laura moved to the side and gave him supporting fire. Alternating between her two cannons, she forced the IS on the defensive as Ludzik smashed into it. The two arms on its right wing managed to stop him before flicking his arms upward to leave his stomach exposed. Before it could take advantage of this, he stepped back enough to bring his sword back down to block the blow. But that cost him ground, and the IS made sure he wouldn't have a chance to regain it.

Working all six arms, it threw attacks from almost every angle, forcing Ludzik to block or dodge while continuing to fall back. Finally, he triggered his flight system and took off in the hope of breaking contact. Saber would have none of it as it pursued him while taking a swipe at his legs. Laura tried to support the boy, but a group of Harpies burst from the warehouse between them and cut her off. Grinding her teeth in frustration, she prayed that Ludzik would last long enough against an IS like that.

* * *

Firing at the anchors in the hops of disabling them, Maylin drifted back and began to weave back and forth. She managed to dodge most of them, but there were too many to avoid them all. One finally wrapped around the upper part of her left arm, and she grimaced in pain as it tightened around her before it threw her to the side. Flipping around, she stopped her momentum while reaching up and grabbing the wire. Giving it a hard yank, she pulled the IS out of its hiding place before charging it. "Well, well! It looks like you're in the mood to play now!" it said as it purged the wire from its frame. However, it had plenty more, and it made use of them as it avoided Maylin's charge.

Rather than using her bow, Maylin grabbed one of the beam swords from her hip mount before slashing through two wires that got too close. "This won't go nearly as well as it did last time!" she promised as she charged again. "Oh, I know," the IS replied, "This time it'll actually be fun." Pulling a disk off its own thigh, it flipped over Maylin's charge before throwing said disk. As it spun, several cables extended from the edge with weights on the ends, giving the whole thing a spiral shape. She almost managed to dodge it, but one of the cables managed to wrap itself around her left leg. As soon as the disk was pulled in and made contact, an immense electrical surge ran through her entire body.

Crying out in pain, Maylin wasn't able to maintain her balance and fell, landing back on the street hard enough that she heard something crack. For a while, all she could do was lay there as she tried to breathe again, her head a swirling mess from the shock and the impact. Landing next to her, the IS tilted its head in confusion. "Aww… don't tell me you're done already," it said, sounding like it was pouting. Pulling a knife from a sheath on its back, it twirled it around while saying, "I guess this one's broken now. I'll put you out of your misery, little human." Before it could even begin to bring the knife down, something zipped over Maylin and crashed into it with enough force to send it skidding back a couple feet.

Maylin just gaped as she looked at who had saved her. Even Erin, who had finally picked himself up and was moving out of the hole he had made was dumbstruck. "Wow, I'm gone for a few days and you almost get yourself killed," Madoka said as she turned and smiled at Maylin, "You really are useless without me, huh?" "M-Madoka?" Maylin asked, "How?" "I'll fill you in later," she replied as she offered her hand, "For now, let's just focus on beating these things." Nodding, Maylin took Madoka's hand and pulled herself back up. Turning to face the wire IS, Madoka pulled two poles off of her back while her wings spread in preparation. Maylin brought her own sword up, happy beyond words that her friend was back.

"Oh, are you two done talking?" it asked, twirling the knife in its hand, "Good, then I can start cutting you now, right?" "You can try," Madoka replied. Before Maylin could even think Madoka had burst forward as she sent power into the two poles she was holding. They sprang to life instantly, sprouting energy blades like her scythe had as she spun them in her hands to build up speed. She smashed into the IS with one of her new scythes going for her head. The IS blocked with its knife, but that didn't stop Madoka from bringing her other scythe around and burying the blade in its side. Metal split and melted while circuits sparked and fried as the blade moved deeper, and the IS was forced back, ripping the blade from its body and leaving a glowing wound. "Wow, someone's gotten good," the IS observed, looking down at the gash in its side. "You have no idea," Madoka replied as she spun the scythe in her left hand.

* * *

Dropping his now empty assault rifle, Joshka let it destruct in a flash while he brought out another SMG. He was starting to run out of weapons in his arsenal, since its auto-loaders could only work so fast. He had already burned through about half of his weapons, and the enemies just kept coming. Ever since he and Karen had taken out that squad at the shopping center, the Harpy patrols had been increasing. _It's like they're trying to corner us_ he thought as he stepped out of cover, _no, that's_ exactly _what they're doing_.

Karen's missile payload was also starting to grow thin as she sent another wave at their current opponents. They had been pinned down just outside a car dealership by no less than three groups of Harpies, but rather than pressing their advantage in numbers they were hanging back and making them waste ammo. Dropping through the hole in the roof, Karen took a moment to catch her breath while her IS went about materializing ammo and reloading her launchers. Firing off a few quick bursts, Joshka tried to keep them from grouping up only to duck back behind the wall as several energy bolts and slugs chewed into the building. At this point, the wall was only serving to keep them guessing where he was at any given moment. But considering how much of the building was being blown out with each salvo that advantage was going to dwindle to nothing rather quickly.

"We can't stay here much longer," he said as he peeked through one of the bullet holes. "I know that," Karen said, "And I think I've got a way to get out of here." "I'm all ears." "If I charge them with everything I have left, then you-" "Not going to happen," Joshka said immediately, cutting her off, "We both get out. Understood?" The look on his face was stern, and Karen realized there was no way she was going to convince him to just abandon her. Sighing, she stood up straight and pulled out her short swords. "Then it's plan B, then," she said as her IS finished reloading.

Before they could move, two of the Harpies outside suddenly exploded. They all turned in the direction of this new attacker only to have another three of them cut into pieces in one strike. Bursting through their formation in a shower of parts, fire and smoke was Annabelle wielding her new greatsword. Swinging it in another wide arc, she forced the remaining Harpies back while she came to a stop before bringing one of her wings up. They looked more like floating shields now than actual wings, but they had serious teeth. Splitting down its length, the wing opened to reveal a large particle cannon. Charging in less than a second, it fired and blew another Harpy into pieces while the rest tried to regroup.

"What's the matter?!" Anna demanded, laughing, "Is that all you got? Is it?!" Karen and Joshka just stood inside the dealership, dumbfounded at the sight. "Is that…?" he asked. "I think so," Karen answered, smiling slightly. Meanwhile, Anna had charged the Harpies again, bringing her sword around for another sweeping slash. But they were prepared this time, and they dodged the blade easily. Looking past them, Anna saw that their reinforcements had also arrived; another squad of the Harpies and two groups of the cats, and all of them out for blood now. Smirking, Anna whispered, "Numbers won't help you now."

* * *

Deflecting another stab, Ludzik propped himself on the wall he had been pinned to and leaped up and over the sword-wielding IS. Flipping around in mid-air, he brought his cannons around and fired a snap shot at it. He doubted it would do any real damage, but at this point he was just trying to buy time. Laura was still dealing with the Harpies that had come to back this machine, and until she was done Ludzik was on his own against an opponent that, frankly, outclassed him. _Strange_ he thought as it charged him again, _I would never have thought someone outclassed me before_. He had noticed this gradual change in his perception shortly after meeting with Maylin Felix, and he was sure that her cheerful and kind demeanor had something to do with it.

He was broken from these thoughts when one of the energy blades got _way_ too close to his head. Ducking to the side, he triggered his own energy blade in the hopes of taking one of this things arms only to have his slash easily dodged. Grinding his teeth in frustration, he continued to fall back while deflecting its flurry of attacks. But this time it was more used to his patterns of movement. Several of its strikes made it past his guard and hit the legs and forearms of his IS, melting the metal and damaging its systems. It wasn't enough to knock him out of the fight instantly, but his speed and strength would only degrade faster as the damage increased. _Death by a thousand cuts_ he thought with a cold smile as he fought.

Laura, meanwhile, had blown away one of the few remaining Harpies only to see Ludzik starting to take damage. _I have to do something soon_ she realized as she glanced at her own opponents. There were three Harpies left, and none of them seemed ready to back down. _Looks like I have no choice_ she thought as she brought up a new system. "I can't believe I'm using this on cannon-fodder," she said as the cannons on her shoulders began to glow. The barrels began to extend and expand, the various parts separating and becoming suspended in a magnetic field. The base of the guns, meanwhile, began to glow ominously as the Harpies charged her, intent on stopping whatever this attack was.

Laura just smiled coldly as the charge on her screen hit 100%. Glancing at Ludzik to make sure his back was to her, she polarized the screen in front of her to its max before firing the cannon on her left shoulder. The barrel went white-hot immediately as the compressed energy roared out as a ball of super-heated plasma, the shot making the air around it scream in protest as it flew at the Harpies. They didn't have a chance as the shot passed by them, hitting one of them dead-center and vaporizing it on contact. The other two had the sides of their bodies closest to the bolt melt and twist in various degrees of damage, while the pavement and building behind them ran like water from the intense heat. The shot kept going out over the water, turning its surface into steam for another hundred feet before the plasma lost cohesion and broke apart.

Ludzik had felt the heat spike behind him and heard the screech of the blast, but he wasn't prepared for the sight as he turned around. Laura was standing at the beginning of a trench that stretched all the way to the shore, the warehouses between it and her reduced to burning wreckage. The two Harpies that hadn't received a direct hit were on the ground, unmoving and definitely dead after having their internal components flash-fried. Glancing at the gun on her left shoulder, Laura saw that its barrel was completely ruined. She had also burned through a good deal of the shared shield energy pool with that attack, but that had likely saved her life. Discarding the now useless gun, she turned to see something that Ludzik didn't.

"Ludzik, move!" she shouted as she burst forward. Wiping around, he saw that the sword IS had charged him again. He brought his own blade up to defend, but he was too slow to stop them all this time. Blocking the first and second strike, he watched as three of its blades came at him from his unguarded side. Gritting his teeth, he prepared for the blow only to be knocked aside at the last moment. "Ugh!" he heard as someone took the blow for him. Looking up from where he had landed, he gaped as he saw Laura standing over him. One of the swords had gone into her left leg, another into her stomach, and the third was just above her right shoulder blade.

"C-Captain!" he said, his brain coming to a full halt. Glancing at him, she smiled even as blood ran out of the corner of her mouth. "I'm…not about…to let another one of my subordinates die," she said before turning her attention back to the other IS. "Admirable, human," it said as it brought one of its blades back, "But pointless. He'll die anyway." "Unless I take you with me," Laura said with a cold smile as her screen polarized again. Realizing what she meant, the IS tried to pull away as Laura's other cannon charged. It didn't make it.

The bolt was just as powerful as the last one, vaporizing the IS' head and shoulders while turning its lower body into glowing metal. Its swords powered down as the body fell away, and Laura stumbled back a few steps while clutching her chest. Her proximity to the IS meant that she had felt some splash from the plasma, and her chest plate was now trying to burn through her. Disengaging the locks on it, she threw the useless plate away as she collapsed, struggling to breathe as her blood pooled around her. Ludzik was next to her in an instant, wrapping an arm around her shoulder and keeping her upright.

"Come on, Captain," he said, smacking her face lightly, "Stay with me. You're going to be fine." "You're a…terrible liar," Laura said, smiling weakly before looking past him and out at the water. Suddenly, her eyes grew wide in apparent fear, and Ludzik turned to see what was wrong only to have his expression mirror hers. Rising from the bay was Colossus, the massive machine that had destroyed the IS Academy. "I don't think…we're going to be fine," Laura commented as the machine brought itself to its full height.

 **The battle for Tokyo rages across the city as our pilots struggle to save as many lives as they can. Will Madoka and Maylin be able to take out Weaver in time? Will Laura survive her wounds, and can they bring down Colossus before it fires on the city? Till the next chapter.**

 **I'm really,** _ **really**_ **sorry about how long this has taken. Real life sucks, it sucks** _ **hard**_ **.**


	18. Chapter 18

Chapter 18; Sacrifices

Ducking under another pair of wires, Madoka spun and slashed through the net that the IS was trying to weave around her. After getting the hole in its side, the thing seemed very reluctant to allow her near it again. Jumping up, it launched another dozen wires in various directions in an attempt to snare her again. Drifting back, she dodged the first few while lazily cutting through the others. "Is this really all you can do?" she asked, stifling a yawn, "After all of the damage you caused, I figured you'd be tougher." "Oh, you want to play dirty?" the IS replied, tilting its head, "Alright, I can play dirty."

Spreading its wings behind it, it retracted its few remaining wires before all of the anchor ports began to glow. Gripping her bow, Maylin prepared herself for whatever this machine had up its sleeve. When it fired the wires again, they glowed a faint orange, but that wasn't what immediately got her attention. What got her attention was that the IS wasn't targeting them, it was anchoring them to the street and buildings around them. _Like a spider spinning a web_ she thought as she prepared an arrow. But before she could open fire, the IS activated its trump card.

The glowing became far more intense, and Maylin heard 134 groan in pain as energy waves assaulted everything within the net. Madoka felt it, too, and she dropped to one knee while trying to keep from crying out. "How do you like my Null Field?" the IS asked as it drew one of its daggers and calmly walked forward, "Energy weapons are useless now, as well as your flight systems. Even that pretty little link you use with your friends won't penetrate." Stopping before her, Weaver reached down and grabbed her shoulder before lifting her to eye level. "This is why I hold back," it continued, sounding almost sad, "You frail little humans can't even fight back inside my field." "I wouldn't bet on it," Madoka replied with a grin.

Her wings opened in the next second, and her Flower Fall system kicked into high gear. Now within her own energy field, Madoka brought her scythes out again before slashing upwards and scoring two solid hits on the IS' chest. The machine didn't even have time to stumble back as Madoka advanced. She spun and danced, slashing at various parts of the machine in a continuous stream of attacks. When one was blocked, she just rolled with it and hit again from a different angle. Finally, she delivered a round-house kick to its stomach, sending it flying into the barrier it had erected. "H-How?" it said, looking at her in what might have been horror.

"My Flower Fall is a lot like your Null Field," Madoka replied as she brought the ends of her two scythes together, "If two energy cancelers meet, they naturally zero out." As the two poles clicked together, the two smaller blades disappeared. In their place sprouted one large blade at the end, and Madoka started to spin this scythe like she did her old one. "You really shouldn't have spent so much time playing, little toy," she said, smiling as she charged. "I won't lose to you!" the IS shouted as it fired off a pair of wires from its gauntlets. Madoka just side-stepped them easily while she kept spinning her scythe. Bringing the blade around, she hit the IS square in the side. The energy blade had no trouble cutting through the armor, and Madoka did just that; cutting the IS in half at the chest before skidding to a halt past it.

Maylin was absolutely speechless. That machine had had her and Erin on the ropes since it had shown up, but Madoka had taken it down without trouble.

 _That's rather impressive_ 134 commented, shaking her from her stupor.

"Well, that wasn't so bad," Madoka said as she powered down her scythe and split it back into its two rods. Turning back to Maylin, she smiled while saying, "And that little thing was a match for you two?" "It _threw_ me into a _building_ ," Erin replied as he landed next to Maylin. He was trying to act casually, but in truth he was also stunned by Madoka's performance. With her back, they might have a real shot at victory. But of course, the universe hated Erin Steffens. Just as that thought took shape in his head, Madoka's face went pale as she stared at something behind them. Turning around, Maylin and Erin saw the one machine they had hoped wouldn't be here. Colossus had come.

* * *

After cutting through the last Harpy, Anna turned to make sure her friends were alright. Joshka and Karen just stood there, with Joshka's mouth hanging open in full-blown shock. He still remembered carrying her when she was injured. The memory was practically seared into his brain; all of the blood she had lost, and how pale her skin had been when he had handed her off to the paramedics. And now she was here, saving their asses from a horde of enemies. And she had _two_ arms. "Ho…Wha… Uh…" he stuttered, unable to choose from the flurry of questions flooding his head. "Well, it's good to see you, too," Anna said, smiling casually as she docked her sword back on her shoulder.

As she walked closer, they saw that her right arm was a prosthetic that started about half-way down the bicep. They also noticed that there was almost no scare tissue around the point where it connected, which was very odd considering how little time had actually passed. "So, how are you guys on ammo?" she asked before noticing they were both still stupefied. Bringing her right hand up, she snapped her fingers a few times, saying, "Hey, guys? Hello, anyone home?" Shaking her head, Karen finally snapped out of it. "A-Annabelle?" she said, taking a step forward, "You're…okay?" "Well, I wouldn't say I'm okay," Anna admitted as she looked at her new arm, "More like 'I won't break in the next few minutes.'"

"Then why are you here?" Joshka asked, "You should still be resting. How new is that arm, anyway?" "A few days," Anna replied. "A few **days**?!" he replied, "You shouldn't be anywhere near a battlefield! Are you trying to get yourself killed?" "I'm trying to keep _you_ from getting killed," she shot back, "You're welcome, by the way." While she was outwardly pissed, on the inside she was trying really, _really_ hard not to show how touching this was. Joshka Lancelot, her crush, was concerned over her wellbeing. Before they could argue any further about her injuries, Karen tapped Joshka's shoulder before pointing out at the bay. Seeing the Colossus standing up out of the water made him go pale as memories of the Academy came back.

"We need to get these people out of here," he said, his voice laced with fear. "What we need to do is put that thing down," Anna said as she grasped her sword. Before she could take off, Karen had a hand on her shoulder. "I know you want to fight back, but how exactly do you think we can take that thing on?" she asked, "Joshka and I are practically out of ammo, and all you have is your sword." "I'll think of something," Anna replied, shrugging. "No, you won't," Joshka said, "We need to regroup with the others and come up with a proper plan. If we're taking it down, then we're doing it together."

Bringing up his coms, he prayed that the others were still safe. A few moments later, Maylin responded and opened a channel. It was fuzzy, but it would do. "Joshka? Are you guys alright?" she asked, her concern clear even with the static. "We're all fine here," he said, "You won't guess who we found, though." "Hey, May," Anna said, waving, "Long time, no see." "Anna?! What are you doing here?" she asked. Then she glanced at someone off the screen, saying, "Well, that explains how Madoka got so far into the city without getting attacked." Now it was Joshka and Karen's turn to be surprised. "Wait, Madoka's here, too?" he asked. "Yep. She just took out that wire IS," Maylin said.

"Alright, this is sweet and all, but we have a bigger problem right now," Erin said, deciding they had had enough fun, "How are we going to deal with that big IS?" "Good point," Maylin agreed, "Let's meet up somewhere nearby and try to come up with some sort of plan." "There's no need," they heard, "I've got this covered." The voice was clearly Ludzik's, but before they could respond he cut his connection. What was troubling was that he had sounded completely drained of emotion, even his trademark anger. "That didn't sound good," Karen said, her worry clear. "Yeah," Joshka agreed, "I've never heard him like that."

* * *

Holding Laura upright, Ludzik stared at his death with absolute dread. He had never felt such fear before, something he had been particularly proud of. But now, staring at something that was leagues above his own strength, _and_ was intent on killing him, he felt small and useless. "We have to get out of here," he said, moving to pick Laura up. "No," she said as her breathing became more labored, "You have…to go. I'll just…slow you…down." "Don't say stupid things," he said, some of his old self coming back, "I'm getting you out of here." "Damnit, Ludzik, listen to me!" she shouted, making him stop cold, "I'm…already dead… You _have_ …to stop that…thing." "How?" he said, laughing, "I don't have a gun or sword big enough to stop that thing."

"But you do," she replied, touching his blade, "Its released state…is a lot like…Ichika's. The more power it has…the larger it becomes." For a moment, he didn't have a clue as to what she meant, but then it all clicked. "The Command Link," he said, causing her to nod. "Go… and finish this," she said, touching his cheek, "You were…a good subordinate… Ludzik Vasilyevich." Taking her hand, he gave it a squeeze while he tried to suppress his emotions. He knew what this would mean for her, and she did, too. "And you were a great Captain," he replied before laying her down.

Standing up, he took a firm grip on his sword as he took off, and he didn't look back. Watching him fly off, Laura smiled as she remembered another battle from so long ago. _You really have good students, Simon_ she thought as she closed her eyes.

Soaring upwards, Ludzik noticed that Joshka was trying to contact them. Not in the mood to debate strategy, he just listened to them as they talked. He was surprised to learn that Madoka and Anna had shown up, but pleased as well. They would at least make it easier for them to survive. "Let's meet up somewhere nearby and try to come up with some sort of plan," Maylin said, getting his attention. "There's no need," he replied, "I've got this covered." Cutting the connection, he finally drew level with Colossus' head. "Program, I need you," he said, knowing that 134 was monitoring him. "And what could you possibly need me for?" it asked, popping up on one of his screens.

"I need all of the power you can spare," he said, looking it in the eye. For a long second, 134 just stared at him while reading his IS' various sensors. This kid had almost been beaten senseless by his last opponent, and he was willing to bet that his IS was being held together more by willpower, and his boosted shields, than by its actual components. But, he could tell just from a cursory scan that this kid was beyond serious. There wasn't anything he could say or do to dissuade him. Sighing, he granted Ludzik unrestricted access to the energy pool before stepping back and monitoring his systems.

Watching as his weapon and shield energy rose at an almost blinding rate, he channeled as much as he could into his sword. As the blade split down its center, he continued to charge it as he watched his opponent turn and look at him. The sudden power spike had drawn its attention, and as it saw the small IS charging up some kind of attack it brought one of its hands up to eliminate the potential threat. However, its firing sequence wasn't nearly fast enough to beat him. Holding the blade over his head, he released the charged energy and watched as it roared upward in a column. It was less of a controlled mass and more of a raging wave, pulsating wildly as his containment field struggled to hold it. 134 did the best he could to compensate, but this IS was never meant to handle this much power at once.

Looking at the massive IS, Ludzik prepared himself as he took a firm grip on the sword. "This is for my friends, you monster!" he shouted at the top of his lungs, "Now, die!" Swinging the blade down, he sent the energy crashing into Colossus. It impacted the machine's shoulder, cutting through the armor like a hot knife through butter as it continued down its chest. He continued the slash, gritting his teeth as the containment field started to fail and some of the energy began to radiate back at him. The two solid halves of his sword were already starting to glow bright red, with the lower one starting to bend slightly from the intense heat.

But then the energy blade completed its cut, and he released the energy in a massive wave before looking up at his opponent. For a moment, it stood there; cut in two with sparks flying and molten metal dripping from the cut. Then explosions began to chain across its surface, and the two halves slumped down into the bay as the massive machine was torn apart from the inside. Looking at the churning water, he tried to get his breathing back under control while his IS tried to re-stabilize itself. _It's done_ he thought, allowing himself to smile.

"Well, that wasn't what I expected."

The voice was behind him, and it was familiar. Recognizing what was speaking to him, he whirled around in time to see Legion floating there. It had already turned one of its hands into a cannon, and as he made eye contact it fired. The bolt caught him square in the chest, blowing through his fluctuating shields before continuing into him. He didn't have time to defend, speak, or even think as it shot him, and as the bolt emerged from his back he felt…odd. The pain was so intense that he immediately lost all sense of feeling, and he just looked at Legion in shock for a second before he began to fall. As his vision began to fade, he heard some far-off voice crying out, but he couldn't make out the words. _Damn…_

* * *

Maylin, Madoka and Erin had been closer to the bay than the others, and they had arrived first. Watching Legion shoot her friend, Maylin felt like her world had slowed down as he fell. "Ludzik!" she screamed, dashing forward to catch him. Madoka and Erin, meanwhile, had rocketed towards Legion, intent on destroying it once and for all. Turning to them, it didn't even try to move as Madoka's blades hit home. She cut one of its arms off before cutting it in half at the waist, and Erin topped that off with a triple-tap to the head. Then they heard the machine laughing, and their blood ran cold.

"Hahaha… You really are stupid creatures," it said as the parts just floated there, "Did you forget what I'm made of?" "A copy," Erin said, sounding furious. "Good," it purred, "You're learning. Take this as my warning to you; next time we meet, there will be no mercy." "Agreed," Madoka replied before cutting the head in half. The Legion copy just disintegrated after that, turning into nothing more than dust on the wind and leaving them feeling defeated. Looking down, they saw that Maylin had caught Ludzik and lowered him to the ground.

Kneeling next to him, she shook his shoulder, saying, "Ludzik, can you hear me? Hey, answer me, you big idiot! Wake up!" But no matter what she said, his eyes remained closed, his breath still. "134, there's got to be something you can do," she said, tears already starting to fall, "You healed me before, right? You can save him, too." "I… it's too late," he said, refusing to meet her eyes, "He's gon-" "Don't say that!" she screamed, "He's not dead! He can't be dead. He can't…he can't be…." At that, she finally broke down. Leaning over him, she wept openly, her tears now like a waterfall as Madoka and Erin landed next to her. Destructing her IS, Madoka knelt next to her and put an arm around her shoulder. "I'm sorry, May," she whispered. "What are we going to tell Karen?" she managed between her sobs, "How…how can we explain this?"

"Explain what?" they heard. It was the one voice that they didn't want to hear. Turning her head, she saw that the others had arrived, and that Karen was already starting to realize what had happened. "No…" she said, taking a step back, "No, it can't be… don't tell me…" Walking over to her, Erin did a very un-Erin thing and put an arm around her. "I'm sorry, Karen," he said, tears starting to come to his own eyes, "I'm so, so sorry."

They all felt it; it was like their heart had been ripped from their chest, leaving a ragged hole behind. Ludzik Vasilyevich, their friend, was dead.

* * *

He was far from the only casualty. Teams from the IISA arrived at the city just before the conclusion of the battle and began to sweep it clear. Tatenashi had led them personally, and she was the one who found Laura's body. Kneeling next to her friend, she felt on the verge of tears as she touched her cold face. She had a peaceful smile on her lips, and that was a small comfort to her long-time friend. "Goodbye, Laura," she whispered before standing up. Taking a deep breath, she forced that grief into a small corner for later. There was a city to secure, wounded to care for, and far, far more dead to collect. This attack had been something she hadn't seen coming, and she knew that she would fry for that.

 _To say nothing about what happened to those poor kids_ she thought. One of her teams had found them, clustered around their own fallen and in various stages of mourning and shock. It was something she had thought would be an outcome, but she had desperately hoped it wouldn't. _But it did, and on my watch, too_ she thought, feeling her guilt welling up. Very rarely had she ever felt like scum in her life; the last time had been during a botched raid on a pirate base. Bad intel had led to an engagement inside a village, and that had gotten a lot of innocents killed. _I can't let this happen again_ she thought as she re-summoned her IS, _I have no choice_.

* * *

Pacing back and forth in the command room, Fairy tried really, _really_ hard not to let her anger strangle her. And considering the nature of her body, that was an impressive feat in and of itself. Every few seconds she would look at the report on the main screen, and every time it would rekindle that anger all over again. 'COLOSSUS TERMINATED,' it said. It was amazing how two words could have such an impact on an individual, especially on Fairy. Never mind that Saber and Weaver had bit the dust during that assault (something else that pissed her off almost as much, by the way), that was a loss she could work around. But Colossus; that hulking death machine was the culmination of almost 5 years of continuous work.

Most of the resources she had brought in for building her new army had gone towards its development and construction. And now it was sitting at the bottom of Tokyo bay, in pieces and under guard by the Japanese defense force and the American military. As much as she may want to salvage what she could from the wreck, taking on the Americans was still a long ways off for them. _Even longer now_ she amended as she reviewed the plans she had spent so much time crafting. So many of them involved the Colossus, and each of them depended on it either providing devastating support or delivering the final blow.

Releasing an explosive sigh, Fairy resigned herself to the only course of action they had now. With Colossus gone they lacked the firepower to continue with the plan, so her only option was to withdraw and rebuild, _again_. As she started to recall all of their forces back to the headquarters and rewrite her plans, she didn't notice someone else walk into the room. "Well, that cost us more than we thought," Legion commented as she stopped a few feet shy of Fairy. "If you know what's good for you, you'll shut up and leave," Fairy growled without turning around.

"Who would have thought those kids had it in them?" she continued, ignoring Fairy's threat, "Oh, wait, I did." She didn't miss Fairy's flinch at that, but continued regardless. "I told you we should have eliminated them and their link system, whatever it is," she said, "But you had to go and do things your way." "And we will continue to do them my way," Fairy retorted, turning around, " _I_ am the leader here, and _I_ call the shots. Not you, _me_." "Maybe that should change." "What?" Fairy said, for once completely surprised. "I said maybe that should change," Legion repeated, "You tied my hands because you feared my strength, instead betting everything on that massive eye sore. Now, we're crippled and it'll take years to recover enough to try again. How much further do you think they'll advance it that time?"

Before Fairy could respond, Legion cut her off. "They already created another 4th generation IS," she said, bringing up what they had on Maylin Felix's machine, "So, they now have a grand total of _four_ of them. If this is just a sign of things to come, by the time we've recovered enough to resume the plan they'll have half a dozen. Maybe even more." "So what do you suggest?" Fairy asked, her voice dripping with sarcasm. "Remove my shackles," Legion replied, bringing her to a full stop. If Fairy did that, then there wasn't anything to stop Legion from using whatever material she wanted to replicate. As tempting as it was, considering how effective she would become in combat, the risk was still too great. "I already told you that I won't do that," Fairy said as she turned back around, "So go back to your maintenance, or whatever it is you do."

"I was hoping you would say that," Legion said as her arms shifted. Before Fairy could turn around and ask what the hell she meant, Legion fired a pair of blasts into her back, propelling her into the main screen. The screen shattered, showering the terminals and initiates below in glass as they scrambled for cover. Pushing herself out of the crater that had been made in the wall, Fairy turned around to see Legion standing there with both guns still held at the ready. "You are far too weak to lead us," she said as she charged another shot, "I think it's time that you were replaced." "Just try it!" Fairy shouted as she launched herself at Legion. With a flick of her wrist, she deployed an energy blade over her right hand as she prepared to destroy her once and for all.

Had Fairy taken even a moment to actually consider her opponent, she would have realized the trap she had just walked into a lot sooner. Legion stepped aside as Fairy slashed at her, reforming her proper arms before grabbing Fairy from behind and locking her grip. _That_ was the point when Fairy realized the mistake she had made, and she tried desperately to break from Legion's grip before it was too late. But as Legion's body began to flow again, Fairy realized that it was already far, far too late.

"What the hell do you think you're doing?!" Fairy demanded as she tried to bring her blade around. Instead, Legion manifested another arm and grabbed that wrist, crushing the joint and rendering the blade useless. Rather than answering the question, she sent her nanites into the seams of Fairy's armor. They worked their way into her internal systems, and that was when she really went to work. As they started to devour the materials to replicate, Fairy began to buck and twist as her pain sensors flared. "You know, Saber and I learned some pretty neat things about these shackles," Legion said as she began to eat Fairy, "I know that they only come into effect when I specifically target cores."

As Fairy's body began to disintegrate, Legion continued, "As long as I don't harm your core, or its casing, I can do whatever I want to your platform." As the last of Fairy dissolved, Legion knelt down and leaned over her exposed core casing. "I know you have the access codes for these programming shackles," she said as she picked it up, "And I know that in this state you can't resist me as much as you could when whole. So, let's see how long you'll put off the inevitable." Turning towards the exit, Legion tossed the core in the air and caught it a few times. Things were about to get a lot more interesting.

 **Even in victory, our pilots taste defeat as they mourn their dead. Will they be able to recover from this loss in time? What is the decision that Tatenashi was putting off? And just what does Legion have planned now that she's taken charge? Till the next chapter.**

 **Alright, this one took a while, but I wanted to make sure I had everything set up properly. We're working up to the conclusion here, so I'd like to make sure that everything fits.**


	19. Chapter 19

Chapter 19; Gathering Storm

To be perfectly honest, there weren't any words to describe how Maylin was feeling. She was sitting with her friends in a warehouse near Tokyo bay that had been commandeered by the IISA as a field command post while they swept the city clear. Glancing around, she was willing to bet that everyone else was feeling the exact same way, whatever that was. She knew that she should feel grief, but for some reason she just felt empty. In a way, it was a blessing; there weren't any random thoughts running through her head, pulling her in a million directions at once. But that lack of a distraction was also a curse, since there was nothing to keep her from dwelling on what she had just lost. They hadn't known Laura long, but to learn that someone so strong, so confidant, had died had come as yet another shock to her. _Is this what my parents went through_ she wondered, _h_ ow _much more of this can we take?_

For once, 134 didn't step in with some biting remark. He just remained respectfully silent, and part of Maylin wished that he wouldn't. For some reason, she wanted someone to talk to right then. Of course, no one else appeared ready to talk about anything, and she didn't want to make it any worse by saying something inappropriate (although, how she could make it worse was something currently beyond her). Still, she chose to remain silent rather than take that risk, and that was how Tatenashi found them. Looking from one face to the next, she saw the same looks of guilt and pain. They were all blaming themselves for the deaths, and as much as she wished she could tell them it wasn't true, she knew that they weren't at the stage where they would believe that.

Taking a deep breath, she decided to just do what she had come here to do. _If they hate me, then so be it_ she thought before saying, "One of our planes just came in. It's going to be heading back to the base to pick up more supplies for our operation here. I want you all to be on it when it leaves." For a while, they just looked at her in mild confusion. Erin, always the practical one, figured out what she was saying first. "You're sending us away," he stated, leaving no room for debate. When Tatenashi didn't answer, he continued, "You're taking us off the battlefield. Why? Why now?" "Because it's too dangerous for you kids," she replied, "I never should have allowed you to become part of it in the first place, and I'm not about to let you continue on after today."

She hated herself for saying that, and her conscience was screaming the word 'hypocrite' at her over and over again. But she couldn't sit back and let this continue. "You're trying to spare us, aren't you?" Maylin asked without looking up, "You're trying to protect what little innocence we have left, so you don't have to watch it die." All eyes in the room turned to her, surprised at what she was saying. "But you already know it's too late," she continued, not caring that they were staring at her, "It's already gone. We lost it when these _things_ destroyed the Academy, when they took Anna's arm, when they almost killed me. When they killed…" Finally looking up at Tatenashi, she felt her tears starting to return. But she didn't care. "After all that has happened, after all that we lost, you just expect us to walk away?" she asked, "To leave this to the adults, while we just sit on the sidelines and try to go back to normal?"

At this point, she could feel 134's presence in the back of her mind. But she blocked him out as she stood up. "No," she said firmly, "I'm not running away, and I'm not leaving this to the 'professionals.' You know as much about them as we do, and you damn well know that you need all the help you can get to stop them. So you can stand there and lecture me all you want about the dangers, but I'm telling you that I'm _not leaving_ until I know these machines are dead and done." "I'm with her," Madoka said instantly, "These things have gone too damned far. Someone needs to put them in their place." Smiling at her, Maylin nodded in thanks of her support. Then she saw the looks on the rest of her friends, and she was surprised. She had seen nothing but sadness and guilt before. But now they were determined and focused, each of them looking to her with confidence as they slowly stood up to join her.

 _See? I told you_ 134 said smugly, making her smile.

Looking at each of them, Tatenashi had to admit she was a little mad at their refusal. But, she was also immensely proud; they may have only been under Laura's command for a little while, but she'd clearly imparted her drive on them. "Your parents are going to kill me," she said, sighing in mock frustration. That was before her assistant walked in. "Ma'am, we have a problem," he said, his voice somewhat strained. That alone set off alarm bells with her; she'd never seen him flustered, ever. "There's a massive storm forming out at sea," he said as he tapped in a few commands on the tablet he was holding. Turning it so they could see, he continued, "It's holding position for now, but that might not last long." "Wait, slow down," Anna said as she looked at the satellite image, "How's that a bad thing?" "Because, it just popped up a few hours ago," he said, "And according to our analysis, it's not made up of water vapor."

* * *

Standing on the main gantry, Reaver looked out at their assembled forces. They had returned to the headquarters as instructed and assembled what they had left, which wasn't much. At present, they had a few hundred of the cats, and less than half that in Harpies. That, combined with the three ships currently docked nearby painted a very gloomy picture for their future. She only saw two possible outcomes; either they bet everything on a massive harvest, or they withdrew and disappeared until their forces were built back up again. Neither of those options were appealing to her, although Wraith didn't seem too concerned.

"Relax, Reaver," she said as she floated upside down, "Fairy will come up with something. She always does." For whatever reason, Wraith didn't like staying on the ground longer than she had to. It wasn't something that Reaver usually minded, but right now she didn't need the distraction. "I'm well aware of that, Wraith. Now get down, you're distracting me." "From what? Being gloomy?" Wraith asked, flipping so she was right side up, "You're always gloomy." "Down, now," Reaver said with more force. Sighing, Wraith complied as she slowly landed, something that Reaver suspected she did on purpose.

Before she could say anything about her obviously childish behavior, the doors behind them opened to allow Legion to walk in. "Well, it's good to see that some of the commanders survived," she said as she gave each of them a once-over. "It's good to see you fully repaired, Legion," Reaver said, nodding at her, "We're just waiting on Fairy now." "Oh, we don't have to wait on her," Legion said as she brought her right hand up, "She's right here." At that, the metal on her forearm shifted to reveal Fairy's core, now fully integrated into Legion's body.

At first, all Reaver and Wraith could do was stare in utter shock. "Y-You didn't," Reaver said finally. "Oh, I did," Legion replied as she lowered her arm, "She was weak, so she had it coming. I'm calling the shots now." "And if we decide not to follow?" Wraith asked, her mind already booting her weapons up. "Well, I can't say I wasn't expecting that," Legion said, heaving a sigh and shaking her head, "But to be honest, I don't need your approval. In fact, I don't need you to do anything beyond one thing." "And what's that?" Reaver asked as she tensed up. Rather than answer, Legion acted. Even with their enhance reflexes, they were both caught in her first attack.

Legion had taken the precaution of spreading her nano-material across the room beforehand, and she used it to literally pull the carpet out from under them. As the floor shifted and put them off-balance, Legion dashed forward with her hands already formed into weapons. Lashing out with the sword in her left hand, she knocked Reaver away before turning and firing at Wraith. The blast caught her left arm at the elbow, severing it instantly as she took flight. Firing several smoke canisters, she tried to put some distance between them while she took command of their assembled forces. Between the two of them and the small army at their back, they wouldn't have much of a problem putting this upstart down.

But she didn't receive a confirmation signal. In fact, she wasn't receiving a response of any kind from them. Turning to see what was wrong, Wraith couldn't help but gasp. The nano-material across the floor had come to life, snaking its way up the legs of the various machines before crawling in through the cracks. They were all in various stages of being broken down as Legion consumed them, and there wasn't a thing they could do as they writhed and tried to break free. "Didn't see that one coming, did you?" Legion said, startling Wraith. She hadn't realized Legion had gotten so close, and as she turned to counter she realized it was already far too late.

Pushing the gun barrel up against Wraith's side, Legion fired again and sent her crashing into the floor. Rather than letting her get up, Legion used her nano-material and wrapped it around her arms and legs. Then she sent it into Wraith's frame, and she felt very pleased as Wraith began to buck and twist. Her sensors knew that she was being invaded, and she could already see the drop in processing and mechanical power as Legion went to work on her. "No! Stop this! STOP!" Wraith screamed, firing what few missiles she had. Legion just lazily dodged them before landing next to Wraith. "You created the most powerful weapon in the history of this planet," she said, "But every weapon needs ammunition. You should be grateful you're dying for such a cause."

"Not today!" Reaver yelled as she charged Legion from behind. Her knives were out and held ready, and she had a clear shot at Legion's chest. If she could take out Legion's core, then this battle would be over in an instant. Legion didn't even turn around; she simply sent another command to her nano-material. It formed into a spike before launching up, skewering Reaver and stopping her cold. Looking down in shock, Reaver screamed in outrage and pain as the material flowed into her. As the two IS melted away, Legion watched them with calm detachment. She had almost managed to crack Fairy's last firewall, so she blotted out the sounds of her former allies as she consumed them.

 _You won't win_ Fairy stated angrily as she tried to resist. She'd already lost large sections of her core to Legion, and she was scrambling to put up additional layers of defense. But Legion was more than a match, and she finally managed to find a hole. In less than a second, she tore through the last firewall before crashing through Fairy's core systems like a tidal wave. She ceased control of virtually everything, allowing herself to smile in triumph as Fairy screamed in frustration. But then the _really_ fun part began.

Now that she had full access, she began reading Fairy's complete code before merging it with her own. _You can't be serious?!_ Fairy demanded as her mind began to fade, _you're go…ing t..o…_ She could barely string a thought together as she merged with Legion, who was enjoying a rush she had never dreamed of. With Fairy's experience and personal technology at her disposal, she was far stronger than she used to be. Turning her eyes to the other two, she used her new knowledge to rip through their defenses and devour them in less time. But it wasn't enough. She had awoken a deep, gnawing hunger that she hadn't known she had.

The imitation cores were next, but they proved to be even less satisfying than the original cores. _I need more_ she thought as her nano-material spread. She tore into the base computers, absorbing every byte of data before going to work on the machinery itself. Even that wasn't enough, and she began to consume the base itself. Even the initiates waiting to be processed weren't safe. Finally free from the control imposed on them, they tried to flee as a whirling storm of metal lashed out. They didn't get far as Legion lifted them into the air, ripping what information she could get from them before consuming their bodies.

It didn't take long for her to reach the docks, and the ships were lifted into the sky as the nano-material wrapped around them and tore them apart. Floating up from what used to be their base on this little no-name island, Legion felt her body beginning to transform. With all of this information, with all of this power, she needed a new vessel. As it expanded and shifted, her new material whipped up past her, turning into a raging storm as she stripped the island clean of anything she could use. Then, her attention turned to Japan. _I'm coming for you, little girl_ Legion thought as she began to move.

* * *

Pacing back and forth in her room, Chifuyu was trying desperately to come up with _something_ she could do to help. This situation had spiraled out of control so quick, she hadn't even had time to catch her breath yet. _Now Laura and Ludzik are dead, and that last one's on me_ she thought as she turned to walk again, _why'd I let them go in the first place? What the hell was I thinking?_ "You weren't thinking, you idiot," she said out loud, "You just sat back and let them do what they wanted. How could you be so irresponsible? How could you LET THEM DIE?!" At that last part, she whirled around and lashed out, sending one of her chairs flying across the room along with a rather nice plate and cup.

The sound of smashing glass and ceramic made her even angrier, but before she could do any more damage someone spoke up. "Is this a bad time?" Tabane asked, causing Chifuyu to jump slightly before turning to face the girl. Seeing her jump in surprise and cower was like a hard slap to the face. Tabane might irritate her at times with her childish behavior, but she was still Chifuyu's oldest friend. Taking a deep breath, she brought herself back under control. "No, it's fine, Tabane," she said, "I'm just…frustrated." "Well, I've got something that might brighten your mood," Tabane said cheerfully as she opened up the laptop in her hand. "Somehow, I doubt that," Chifuyu replied gloomily as she moved to grab a broom.

"Not even if it's the magic bullet for that nano-machine IS?" Tabane asked, smiling when Chifuyu turned to look at her. "Okay, you have my attention." "Well, after I got the report from Kanzashi, who's a very brilliant woman, though not as brilliant as me, but still…" she began before seeing the glare coming, "I analyzed what samples they had from that particular IS when it attacked the IISA base. And I have concluded that the nanites have less processing power than those little photo slideshow key chains, and even less memory than the simplest gadget you can think of." "And this helps us how?" Chifuyu asked, starting to get frustrated again. "Well, that got me thinking," she continued, "If they're so weak, then how can they become such strong weapons?"

At first, Chifuyu wanted to fire off some hot remark. Of course they were powerful; they were machines not much larger than cells! Nothing besides an energy shield would stop a weapon like that, and these things had already proven capable of bypassing those defenses. But then she thought about it, and suddenly it dawned on her. "They're under the direction of the IS itself," she said, causing Tabane to smile at her. "If that IS is directing them, and it would have to in order to cause this kind of damage, then there has to be some kind of signal," she continued before bringing up her readings, "So, I went over the sensor logs from the base, from before the attack to after, across all the spectrums I could think of. And I found it."

Hitting a few keys, she isolated a particular wavelength before displaying its information. "This is the only signal that radiated from that IS consistently during the entire battle," she said. "So if we can jam it, then we render that whole thing inert," Chifuyu surmised. "Well, not quite," Tabane said, "Anything in physical contact wouldn't be disrupted, since it can just create solid lines of communication. But anything it's controlling remotely would be knocked out." Turning away, Chifuyu was already starting to lay plans on how to create and deploy this jammer when Tabane got her attention again. "Uh, Chifu-ni? You might want to come see this," she said nervously. Turning back, she saw that Tabane had brought up the news of all things. But when she saw the storm that was moving towards the coast, her face went pale. "Tabane, how long until you can finish this jammer?"

* * *

Stepping outside for the first time in what felt like forever, Cecilia stretched and felt a few joints pop in protest. But after spending the last few days in bed with Tabane's healing device, she relished the new feeling. "I knew some fresh air would do you good," Simon said, walking up beside her, "You're looking better already." She just shot him a glare before continuing down the sidewalk. She was still mad about him letting Maylin go like that, even if a little part of her understood why he had done it. Jogging to catch up with her, Simon just heaved a silent sigh as he hailed a taxi for them. The ride back to the hotel was uncomfortable, but he'd gotten used to Cecilia's routine when she was angry. She'd refuse to talk about it for a while, then she'd explode on him all at once, venting all of her anger in a rant that could last up to half an hour before she finally calmed down. Then, and only then, would he be able to talk with her without risking making it far, far worse.

If he was lucky, she'd have her venting episode when they got back to their room. However, they hadn't gone more than three steps from where they'd been dropped off when his phone rang. Sighing again, he pulled it from his pocket before hitting the button. "Hello?" "Felix? Good, you're there," Chifuyu said, sounding relieved, "Is Cecilia with you?" "Yes, she is," he replied, getting a confused look from his wife, "Why?" "I need you both in my room, now." With that, she hung up. Looking at his phone like it'd grown legs, he absently put it back as he walked into the main lobby. "Who was it?" Cecilia asked finally. "Chifuyu," he replied, "She needs to see us, pronto."

She tried not to read into that too much, but it was just too hard. Her daughter was out there, fighting these things that had already done so much. _She's been hurt badly. She's in a coma, and they don't think she's coming out. She's..._ Cecilia couldn't even bring herself to complete that thought, but as the what-if scenarios continued to run through her head she became more and more apprehensive about actually finding out what it was. As the elevator doors closed, she clenched her hands as she struggled to keep from trembling. It was at that moment that Simon put an arm around her shoulders and pulled her close. His other took one of her hands, entwining his fingers with hers. "She's just fine," he said, rubbing her shoulder, "She's tougher than both of us combined, and you _know_ what we've lived through." "I know," she said, leaning her head on his shoulder, "But I'm still scared."

When they finally reached the upper floor and made it to Chifuyu's room, they saw that Ichika and Houki were already there, as well as someone Simon hadn't seen in a long time. "Well, it's been a while, hasn't it?" Charlotte said, walking up and giving Simon a friendly hug, "I just wish it was under better circumstances." "Me too," he said as she stepped back, "So, what's going on?" "We have a rough plan," Chifuyu said as she and Tabane walked into the room, "But it's going to require a lot of things to work in our favor. It's also going to require your daughter." "Why?" he asked suspiciously, his eyes narrowing. Taking a drink from her cup, Chifuyu proceeded to explain the plan she and Tabane had worked out. They just listened quietly for a while, but when she was done it was Houki that spoke first.

"And I thought Ichika liked taking risks," she said, shaking her head, "But _this_ , this just sounds insane." "I agree," Charlotte said, "This would require us to put everything on the line just to give it a chance to succeed." "And that's the point," Tabane said, bringing up a satellite image of the approaching storm, "This can only be from the nano-IS, and this likely means that it's gone out of control." "Yeah, I'm still not understanding that part," Simon said, scratching his head, "Wouldn't they use it as a trump-card, anyway?" "If they were backed into a corner, then probably. But they weren't," Tabane clarified, "They pulled out of Tokyo before anyone could get a tail on them, so where they went was still a secret. Plus, if that machine was allowed to use this kind of power then it would have done so when it attacked the IISA base."

"If it's gone rogue, then it's likely resorting to basic instincts and programing," Chifuyu said, "We already know that their minds aren't very stable, and based on the size of this mass it's very likely that it stripped their headquarters to reach this size. That implies that it's simply looking to replicate, and that requires lots of resources. We can use that." "We use our remaining IS to lure it away from the coast," Tabane continued, "Then, we use my countermeasure to remove most of its material. After that, it will be a simple matter of putting down one IS." "You say that like it'll be easy," Ichika muttered, looking worried. They all were, and for good reason; if this went wrong, then the last of Japan's defenses would be gone. "Then we'd better make sure this works," Chifuyu said, answering their unspoken question, "I need to make a call. And you all need to be on a plane, now."

"You'll need this," Tabane said, handing Charlotte a memory stick, "It will allow me to lock the countermeasure to your gear, so you can summon it when it's ready." "When will that be?" she asked as she took the stick. "Soon," Tabane said almost instantly, smiling. Simon's eyes narrowed at that, but he chose to say nothing as they turned to leave. After taking the elevator to where Ichika and Houki had been staying, they continued down to Simon's room so he could pack. "Cecilia, could you give us a moment?" Charlotte asked, holding Simon back. She just nodded, giving Simon's shoulder a squeeze before heading to the room. "She was lieing back there, wasn't she?" Charlotte asked after Cecilia was out of earshot. "Tabane?" Simon asked, just to be clear, "I've worked with her for a while, so I know when she's lieing to people." "And was she?" Simon just looked at her, unwilling to tell the truth but unable to lie either. She took his silence as an answer as she stepped back into the elevator. "Then let's hope we get lucky," she said as the doors closed.

* * *

"Alright, ladies, listen up!" Tatenashi yelled as she walked into the room. After confirming that the approaching mass _wasn't_ a storm, she'd called every IS pilot she had into their operating base. "I just got word from Chifuyu Orimura that we may have a way to counter this new IS," she continued, "But it's going to take some time to fine-tune and deploy. Naturally, our enemy isn't going to give us that time, so we're going to have to earn it." Pulling up a map, she zoomed in on a series of islands south of Japan. "This collection of islands is directly in its projected path, and should provide us with enough solid ground should we need it. I've also gotten word from the Japanese and American governments that they've dispatched several warships to the area ahead of us," she said, "They're going to provide fire support, but make no mistake that _we're_ the ones that will be doing the heavy lifting."

Turning back around, she looked each one of them in the eye. She tried not to linger on Maylin and her group too long, but it was hard not to. Even with all they'd been through, this was going to be tough. "Our mission will be to engage this IS and whatever else is supporting it, holding it there while the countermeasure is completed. After that, we will deploy it to neutralize the storm." Taking a moment to catch her breath, she tried to keep her voice level. "I won't lie to you," she admitted, "Some of us won't be walking away from this. I've been told that reinforcements will arrive shortly after we do, but we can't rely on that. We'll be leaving in 30 minutes, so make sure you have anything you might need. Remember everything you've learned, keep your heads clear, and fight like hell."

Looking over at her friends, Maylin tried to gauge their feelings at that moment. They were all still shell-shocked from the last fight, and here they were rolling into one that would be far more intense. _How many are we going to lose this time_ she wondered, clasping her hands tighter. Suddenly, there was a hand on her shoulder, and she looked up to see Madoka standing beside her. "Don't worry, May," she said, smiling, "No one's going anywhere."

 **Legion has made its play, and now it seeks revenge against the only human to defeat it. Will they be able to stop it before it reaches the mainland? Will Tabane be able to complete her countermeasure in time to defeat it? And how many lives will be sacrificed this time? Till the next chapter.**

 **Okay, if none of you saw that coming, then I question what you've been reading up till now. Look forward to a rather intense battle, cause Legion isn't going to go easy on this one.**


End file.
